


Fairy Tail: New Enemies and Allies Season 1

by Soron66



Series: Fairy Tail: New Enemies and Allies [1]
Category: Ben 10 Series, Fairy Tail
Genre: F/F, F/M
Language: English
Status: In-Progress
Published: 2018-11-13
Updated: 2019-08-06
Packaged: 2019-08-23 00:21:39
Rating: Mature
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 8
Words: 45,078
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16608260
Author URL: https://archiveofourown.org/users/Soron66/pseuds/Soron66
Summary: while this may not be about ben 10, it is set in the same universe(excluding omniverse). this is about my own custom omnitrix bearer... altered for this story specifically. gwen, Tetrax, and kevin are in the first chapter's story. my custom omnitrix bearer ends up in the fairy tail anime's universe. that causes events to unfold that shouldn't have happened to happen. it also alters the events of several of the canon story arcs. minorly in the beginning, and then majorly once my custom omnitrix bearer has lived on Earth Land for a fair amount of time. Ben Tennyson WILL have appearances at certain points. This story is inspired by Ultimate10's Ultimate Fairy fanfic. really good. go check it out on a different fanfic site called fan fiction . net, but please don't forget about mine. also, while this may have SOME aspects/lines/elements similar to that story this is its own thing even if i use custom story arcs inspired by Ultimate10's.





	1. Vilgax's Defeat

**Notes for the Chapter:**

> i apologize for the cannibalism scene and the others next to that. I don't approve of cannibalism, murdering women, and the like. i only put that stuff, because it seemed like a thing a tyrannic despot conqueror would do. also, even a tyrannic despot conqueror has "needs." also, i am honestly unsure how old gwen and kevin should be by the time this chapter takes place. with that in mind, let's assume that gwen's 19 years old. one more thing. i added a custom ultimate form for four arms cause A) it was the only way soron was going to be able to begin fight vilgax that had an active omnitrix using the dino alien form and B) i haven't watched omniverse so i don't know the canon ultimate form if there is one. as for Vilgax's dino alien form's appearance? i figured why not make it look as ugly outside as vilgax is on the inside. kinda like the concept from Jim Carry's "The Mask." the whole evil made evident dealio.

Episode 1: Vilgax's Defeat

 

It was a Tuesday on October the 24th, and Soron had just reached 18 years of age in human years the previous month. He wasn’t human, but he lived on Earth in the town of Bellwood. The reason why is, he was an orphan. He was sent there the day his home planet exploded. Yes, this is similar to the Superman mythos. However, he’s not a kryptonian. In fact, he’s a Gallifreyan. While he never was able to look into the Untempered Schism on Gallifrey he got a smaller version of it in his pod. It also happened to be a weaker version. He was unable to see possible futures, but he could retain knowledge infinitely better than humans. At one point during his life, he came into contact with Ben Tennyson who would later come to be known as Ben 10. Unsurprisingly, Ben and Soron clashed constantly. However, once Ben had matured after that fateful summer vacation where he was introduced to the Original Omnitrix they began becoming friendlier to one another. However, for the past year Soron has been hanging around Gwen a lot more often than not. Not for any romantic reasons… at least in the beginning. The world became a warzone ever since Vilgax managed to conquer a fair amount of planets… which unfortunately included Earth. Now Soron and Gwen led the resistance alongside, and Kevin E. Levin, Tetrax Shard. The resistance consisted of the humans that wanted to retake their home. Ben was nowhere, because Vilgax had killed him the year before. Vilgax had become even more dangerous, because he took Ben’s final Omnitrix which was white.

Asmuth and Soron knew that the resistance didn’t stand a chance against Vilgax now that he had the Omnitrix. That’s why Asmuth agreed to work with Soron in creating a new omnitrix. However, while there were a lot of well known aliens, Soron added a few of his own. As this Omnitrix was basically Soron’s invention, Azmuth allowed Soron to name it. Soron named it “Megatrix” because it was better than any of the prior versions in the aspect that the recharge time was a minute instead of five minutes like Ben’s white omnitrix had. It also had the evolutionary feature in it that the Ultimatrix had. The resistance fought for as long as they could, but unfortunately they were on the losing side. There chances became so bad, that Soron, Gwen, Kevin, and Tetrax had to come up with a plan. However, this time should they fail… there would be no more second chances. They either win this battle, or they lose. Basically, it was a suicide mission. Currently, the leaders of the resistance were standing around a table in a makeshift HQ they had fashioned from an abandoned missile silo complex in Cheyenne Mountain. Soron wore a black leather jacket with the Punisher logo on the front of the torso with the zipper unzipped revealing a black t-shirt underneath. He also had a pair of blue jeans on and black sneakers. On his left wrist was the “Megatrix” which was colored golden and designed like Omniverse’s omnitrix. He had blue eyes, shaggy blonde hair and some stubble on his face.

Gwen was to his right and wore battle scarred plumber’s armor that was darkened due to heat and the like. Her hair was ragged as haircuts were no longer a priority, and when she does get one she uses scissors to cut it. Today, her hair was short and kinda sticky-uppey. It still retained its beautiful red color though. Kevin had shaggy hair as well and wore his usual black t-shirt over grey long sleeve shirt, blue jeans, and shoes. However, they were faded and had obvious patchwork down to them. It was full of stitches, and the occasional wrong cloth to replace holes. Tetrax Shard looked as pristine as ever, but his bounty hunter armor was as battle worn as Gwen’s. However, it still made him a force to be reckoned with. Azmuth was a member as well, but he died not long after he helped Soron construct the Megatrix. He had sacrificed himself to help them destroy Vilgax’s flagship. While the flagship was indeed obliterated, Vilgax wasn’t onboard. They had gone under the assumption that Vilgax was, but they were proven wrong when Vilgax destroyed yet another human town that was full of humans that have submitted to Vilgax’s will.

“We can’t continue the way we’re going,” Kevin said as he looked at his friends and colleagues, “The men are demoralized. Each time we fail, their depression deepens.”

“I concur,” Gwen said as she looked at her former lover, “but what can we do? Vilgax was a force to be reckoned with before he had an Omnitrix, but now? There is absolutely no way we can win a full on assault! We have to do this in a way that keeps our people alive.”

The war had split Kevin and Gwen up even though they did their best to remain together. Their compatibility had been changed entirely because of the war. The last time they argued, they had tried to kill each other. It took the combined efforts of Soron and Tetrax to prevent them from doing so. However, that was what started the downward spiral of the resistance’s luck and began the demoralization process of the resistance.

“If it gets rid of Vilgax,” Kevin argued, “then who cares? The men would gladly die if that enabled us to kill Vilgax.”

“How can you be so callous?!” Gwen exclaimed.

“How can you be so soft-hearted?!” Kevin retorted, “Especially in a world like this!!”

“If we become as uncaring and ruthless as Vilgax,” Gwen said angrily, “we’d be no better than him! In a world without humanity, we have to hold onto the ideals that keep us human!”

“I’m not human Gwen!” Kevin nearly shouted, “I’m Osmosian, so my ideals are pretty much different to yours!”

“You’re right,” Gwen snarled as her eyes glowed, “You’re not human. You’re a monster!”

“You both have a point,” Tetrax finally said, “We have to keep hold onto who we are, but… we may have to make some sacrifices. The need of the many, outweigh the need of the few.”

“Did you really just quote Leonard Nimoy?” Soron asked with a raised eyebrow.

“Who’s that?” Tetrax asked confused.

“Nevermind,” Soron said shaking his head.

Soron just sat there as he thought on the best course of action while listening to the three bicker. Eventually, he came to the decision just as he became annoyed at the other three.

“Quiet!” Soron shouted shutting them up. He then looked at them each in turn to make sure they didn’t resume their argument.

“All three of you have a point,” Soron said, “We do have to make some sacrifices in order to win. We also have to hold on to who we are. So, in order to do that… we have to take the fight to Vilgax.”

“What about-” began Gwen.

“However,” Soron continued, “we won’t be taking an army. Especially, after the last time we tried that. This’ll be a three-man job.”

“Three?” they asked in unison.

“Yes,” Soron nodded, “one of us will have to remain behind to lead humanity into a new world.”

“Guess that means Gwen’s staying,” Kevin sneered, “she’s too much of a pussy to do what we have to do after all.”

“Kevin!” Gwen yelled with her eyes glowing pink.

“Kevin!” Soron yelled as well, “zip your mouth shut!”

He then gave a look at Gwen who allowed herself to calm down as to prevent another fight from happening.

“As much of a dick as Kevin is being right now,” Soron said to them, “he’s right. Gwen is the one that has to stay behind.”

“What?!” Gwen exclaimed while Kevin smiled meanly and Tetrax remained passive, “why am I the one that has to stay behind! If anyone, it should be you!”

“Gwen,” Soron said looking at her kindly but sternly, “you are the most empathetic of us all. You care so much about the well-being of the men. You are the perfect leader for peace time. If Kevin led them, he’d become a dictator.”

“Hey!” exclaimed Kevin indignantly.

“Tetrax is an alien that doesn’t look human,” Soron continued as if Kevin hadn’t spoke, “and I… well, I’m not human either. Also, I too wield an omnitrix. I would just bring too much pain to the people’s hearts. I would end up having to leave the planet that I have called my home my entire life. There is just nobody else fit for the role.”

“I…” Gwen said reluctantly, “see.”

“Kevin, Tetrax, and I shall leave this evening,” Soron said his decision having been made, “that way, we can have the advantage of stealth. Now, I suggest all that are going to head out should take a long nap. We have to be at full strength after all. Meeting adjourned.”

With that, Soron left the war room and headed for his room so he can rest. However, he did make some rounds seeing how the men were fairing first. Once he reached his room he didn’t even bother to get out of his clothes and just plopped down on his bed as he attempted to sleep. However, before he could he heard the door close behind him. He rolled over onto his back to see who it was. It was Gwen, and she wasn’t happy.

“Just spit it out,” Soron sighed as he pushed himself into a sitting position.

“You benched me because you didn’t want to risk me dying,” Gwen stated.

Soron just remained silent as he figured she wasn’t finished.

“You let your feelings for me get in the way of your decision,” Gwen said as she took a step for him.

“You’re wrong,” Soron said which was what she expected.

“Quit lying!” Gwen demanded, “Just tell me the fucking truth!”

Suddenly, Soron got up and grabbed her before pushing her against the wall where he pinned her.

“You want the truth?” Soron asked as he stared at her in the eyes.

Gwen just nodded.

“I benched you…” Soron said as he began kissing her neck, “because of the reasons I said in the room. However, the fact that I had no desire to face such danger may have factored into that… especially since you’re with child.”

He then stopped kissing her neck and backed off much to Gwen’s dismay. However, she quickly composed herself after her brain caught up to what he said.

“I’m not with child,” Gwen said annoyed at Soron, “and now, I can’t know if you’re telling the truth.”

“I’m not lying,” Soron said as he held up his Megatrix.

“Megatrix,” Soron said into his device, “scan for any signs of pregnancy in Gwen Tennyson.”

 _“Scanning,”_ the Megatrix said in a tinny version of his voice. Then a golden ray of light moved up and down from the top of Gwen’s head to her feet and then up again. Once it was finished, the light vanished.

 _“Pregnancy confirmed,”_ the Megatrix said finally, _“She is 2 weeks pregnant.”_

Gwen blinked twice as she touched her abdomen without realizing it while she flashed back to 2 weeks ago when they were stuck in a cave during the winter when it was blizzarding for a week straight. Her face reddened with realization as she vividly recalled doing the nasty with Soron without stopping that week. By the time the week had ended, they were exhausted and the resistance had found them. Suddenly, she returned to the present and looked at Soron.

“Why’d you have to tell me that?” Gwen asked.

“You asked for the truth,” Soron stated.

“I wish I hadn’t,” Gwen said irritably, “now if you die, our child won’t have a father.”

“Come here,” Soron said as he pulled her into a hug, “I promise you that I won’t die.”

After a few minutes of hugging, they laid down on the bed and just cuddled together till they both fell asleep.

**Later, that evening…**

Soron, Kevin, and Tetrax were all geared up and ready for their final assault on Vilgax. While Gwen was furious at Soron for benching her, she complied with his decision for two reasons. First one being that she was terrified of risking her unborn child’s life. The second one being that she agreed with Soron about her being the best one to lead humanity during peacetime… even though she didn’t want to do so. With one last look at Gwen, Soron left the complex with Kevin and Tetrax behind him. As soon as they had arrived at the outside, Soron pulled up his Megatrix and pressed on it. As soon as he did that, a hologram of an alien appeared. He turned the dial till he found the right one before pressing down on it. Suddenly, he was enveloped in golden light. When the light had ebbed, in Soron’s place was a gigantic machine that was colored black with white highlights. On its chest was the golden Megatrix emblem and its eyes were golden as well. He looked Starscream from Transformers: Prime but was buffer and looked more like Optimus Prime. Only aspects of Starscream were the wings.

 **_“Aerobot!”_ ** Soron said quietly before he transformed into a spaceship that looked like it could’ve belonged in the Destiny games. It also had a cargo bay/passenger area.

Tetrax and Kevin hurried into Aerobot as soon as the ramp lowered. Once they were in, the ramp closed and the ship floated up into the air before speeding up. As it did so, it activated a series of stealth mechanics. The first one being active-camouflage which made them invisible to the naked eye. As well as some jammers that made them invisible to radar, sonar, heat sensors, motion sensors, etc. It took them about five minutes to reach where Vilgax’s palace was. In fact, the palace was in the sky above the planet with high tech everything. Defense shields, turrets, and even a ginormous laser that can destroy an entire continent when charged high enough.

“We should just go in there and attack head on,” Kevin grumbled in the passenger area, “this stealth tactic is for pussies.”

“That would be suicide,” Tetrax said narrowing a crystal eye at him.

 _“Prepare for drop,”_ Aerobot said to them from the internal speakers, _“We’ve arrived.”_

At that, Kevin grinned and unbuckled himself. Tetrax did the same, minus the grinning. Tetrax also formed his helmet and the small red upside down triangle glowed indicating the helmet had turned on.

 _“3,”_ Aerobot said  as one red light turned green.

 _“2,”_ Aerobot continued as another turned green while the ramp extended.

 _“1,”_ Aerobot finished as the final light turned green, _“You are clear to drop.”_

At that, Kevin leapt out of the ship wearing a jetpack and flew down to the city with nat far behind. Aerobot closed the ramp before he angled towards the city and flew down fast. Right before he reached the city, he transformed and pressed the Megatrix symbol. With a flash of gold, a blue moth-like alien with the golden megatrix and golden eyes took his place.

 **“Big Chill!”** the alien said eerily. He then quietly flew down to the city where he met with Kevin and Tetrax. As soon as he landed, his four wings wrapped around him forming a cloak.

“Tetrax,” Big chill said to the bounty hunter, “you go set the sky palace to explode. Kevin, you cause a distraction. That will allow me to attack Vilgax with his attention otherwise.”

 _“Good luck,”_ Tetrax said through his external speakers. He then hurried off to do his task. Kevin also grinned before he went to cause as much of a distraction as possible. Big Chill on the other hand, he slapped his Megatrix symbol and a golden flash enveloped him a third time that evening.

 **“ChamAlien!”** Soron said when the golden light had ebbed. In his place stood a lizard like creature with three eyes in different colors. The right eye was blue, the left eye was red, and the middle eye was gold. It also had a fin on its head. He then became invisible and hurried through out the place while sticking to the shadows as to prevent himself from being seen since his shadow can still be seen even though he’s invisible. Knowing Vilgax, the despot was probably either in a prison area torturing someone, throne room feeling all high and mighty, or in the war room. He wasn’t in the former or the latter when ChamAlien checked. However, he was in the throne room… with a bunch of human women with collars on their necks, and shackles on both their wrists and ankles. Not only that, but the women were completely nude. One of the women was busy in between Vilgax’s legs bobbing her head up and down. ChamAlien didn’t need to see it to know what she was doing… and the imagery that went through his mind was disgusting. As he climbed to the ceiling he waited for Kevin to begin his distraction. Suddenly, vilgax perked his octopus-like face up and looked into a security footage. Kevin had absorbed some kind of metal and was busy slicing robots to pieces.

“The Osmosian,” Vilgax said thoughtfully before he looked around looking for any other intruders. When he didn’t see any, he touched his chin with one hand before pressing a button on the throne activating a com device.

“The Osmosian friend of late Tennyson is here,” Vilgax said into it, “I suggest you keep an eye out for more of the so-called ‘resistance.’”

 _“Yes sir,”_ a voice on the other end said before Vilgax ended the call.

Vilgax looked at the woman that was sucking him off before he grabbed her by the head and picked her up to stare into her eyes.

“You’ve lost your appeal,” Vilgax said, “you know what this means.”

“Yes, master Vilgax,” the woman said with obvious excitement, “It means I get to feel the wonderful pain of my head being crushed!”

Vilgax sneered evilly before he grabbed her by the base of her neck before ripping her head clean off causing her pain. Funnily enough, she had an expression of immense pleasure and even squirted out female jizz from her pussy before she died. Once the woman was dead, Vilgax tossed the head and the headless corpse to the ground before he stood up and a tentacle slithered back into his armor… Soron gained a look of disgust when he saw that.

“Enjoy your dinner, slaves,” Vilgax said as he headed to the door.

To Soron’s shock the remaining nude women rushed to the dead woman’s headless corpse and began tearing into it. It became evident that the women were no longer human and were animals that desired only to please Vilgax in every way and to die painfully. Soron was unable to keep himself from attacking vilgax anymore. He dropped from the ground slapping the Megatrix symbol as he did. Once he landed, in his place was a red alien with four golden eyes and four arms.

 **“Four-Arms!”** Soron yelled before he leapt at Vilgax with two fists cocked back in the attempt to punch him. What happened couldn’t have been further from the truth. Instead of attacking Vilgax, the despot grabbed Soron with his left arm by the chest before throwing him out of the throne room and down the hall.

“Tennyson,” Vilgax snarled, “Even in death, you don’t know when to give up.”

“You’re going down squidface!” Four-Arms yelled as he balled his fists.

“Actually,” Vilgax said as he held up his omnitrix, “i think it’s time I rise. It’s dominating time.”

He then pressed it and a hologram appeared. He turned the dial a few times before he selected an alien and pressed down on the Omnitrix. An emerald flare enveloped him, and when it had ebbed a gigantic dino-like alien was in his place. It was extremely disgusting though, because it looked like a t-rex and an octopus had a really aggressive hate-fucking session and produced a grotesque baby.

“You won’t win against me,” sneered Vilgax.

“We’ll see about that,” four-arms said before he slapped his Megatrix symbol and after a golden flash enveloped him four spikes protruded from the emblem and he grew taller. His arms got buffer, his skin changed to a dark blue color, and bones protruded from his knuckles, elbows, shoulders, knees, and feet. He was a basically a giant blue hybrid of Doomsday and Four-Arms.

 **“Ultimate Four-Arms!”** Soron yelled.

He then charged at Vilgax with his two fists cocked back while Vilgax did the same with his one arm that happened to have tentacle-like bulges on his arm. When, UFA and Vilgax reached eachother a shockwave could be heard throughout the sky-palace and they were forced back a few steps. Vilgax then kicked at UFA, but unfortunately his legs were too small and fell short. However, UFA took that as his chance and grabbed the foot. He proceeded to swing Vilgax over him and onto the ground. He then grabbed Vilgax’s tail and began swinging the despot around and around. Once UFA felt that there was enough momentum, he let go of Vilgax allowing him to go flying through roof and a fair amount of distance from the main building in the sky palace. UFA quickly leapt out of the hole and continued jumping till he reached Vilgax. Unfortunately, Vilgax was ready and grabbed UFA. He began pulling hard on UFA in order to rip him to pieces. However, UFA slapping the Megatrix and another golden light enveloped him. This time he was the normal version of Humungousaur.

 **“Humungousaur!”** Soron yelled before he used his feet to kick at Vilgax knocking himself free from Vilgax who stumbled backward.

“You will never be able to beat anyone using that stolen Omnitrix,” Humungousaur snarled as he punched a fist into his hand, “and now I’m going to show you what a true omnitrix bearer can do.”

He then punched at Vilgax, but Vilgax was ready and grabbed Soron's fist and forced it behind Soron’s back. Vilgax then pulled upward on the arm causing Soron immense pain.

“I may not be as experienced as you are with this device, Tennyson,” Vilgax snarled, “but i don’t need to when I have years of experience behind me while you have only had how many? Five? Seven?”

“You talk to much,” Soron snarled as he rammed the back of his head into Vilgax’s face knocking him back. As Vilgax stumbled again, Soron massaged his arm while turning around to glare at his enemy.

 _“The self destruct is ready,”_ Tetrax said through the Megatrix’s com system.

“Set it off,” Soron replied as he prepared to fight. Unfortunately, Vilgax was sick of fighting in the form he was in and wanted to crush “Tennyson” quickly. With that running through his fishy head, he grew in size allowing fins to grow from his back and snake like fangs to grow in his mouth.

“That is so gross,” Soron said revolted before he also grew allowing spikes or ridges or whatever they were called to grow from the top of his head all the way to the end of his tail.

However, before either could make another move the sky-palace rocked as the engines keeping the sky-palace up began exploding. Vilgax used that to his advantage and ran at Soron delivering a powerful right hook to his face. Soron was knocked back and was unable to counter Vilgax’s next attacks. He was knocked back until he reached the edge of the sky-palace. Soron knew he wouldn’t be able to dodge Vilgax’s next attack, so when Vilgax punched at him again he grabbed the despot’s arm and pulled allowing them both to fall off of the sky-palace towards the ground below. They punched each other while they fell again and again.  They kept that up until Vilgax managed to snap Soron’s right arm. Soron knew he wasn’t going to be able to win while Vilgax was in use of two arms and happened to be in his fishy dino form. With that in mind he pressed Vilgax’s omnitrix and an emerald light enveloped the conqueror. Once the light had ebbed, Vilgax was in his normal form. Soron proceeded to punch Vilgax hard with his left fist which sent Vilgax flying to the ground below where he created quite a large crater. However, Vilgax survived that. Of course, he was unable to react quickly enough when Soron landed on top of him. Soron’s impact created a massive crater that was large enough to hold the sky-palace inside it. Soron’s current form was highly durable so he survived the impact. Unfortunately, still was affected by it. His legs were no longer steady as he stood up. They wobbled like crazy, but he managed to get to the ledge and climb out of the crater. Once he did so, he rolled onto his back and stared at the sky at the sky-palace that was descended fast. Soron slapped his Megatrix again, and now he was in the form of a green plant creature with a black face and golden eyes. His head had petals that were shaped like fire.

 **“Swampfire!”** Soron yelled nasally. He just laid there as this form’s natural regenerative ability began fixing all the damage he had. His arm was fixed, legs no longer wobbly, and his cuts and bruises got healed up. Once it was finished he stood up. Unfortunately, it was just in time to get punched in the face by Vilgax who had made it out of the crater. Vilgax’s punch sent Swampfire flying through the air before falling on the ground. He got back to his feet as his regenerative power healed him again while he glared at Vilgax.

“You disabled the omnitrix!!!” Vilgax raged, “I will kill you for rendering the most powerful weapon in the universe useless!”

Then the crimson metal objects in his arms that poked out of them sunk in which caused his muscles to grow exponentially before he ran at Soron. Soron widened his eyes before he threw fireballs at Vilgax. Unfortunately, Vilgax was too strong to be taken down by fireballs like those. Soron was unable to react again as Vilgax punched him hard enough to send Soron flying into the air before falling back down towards Vilgax. Vilgax grabbed Soron by the leg when he got close enough and slammed Soron into the ground on each side multiple times before throwing him to the ground away from him. As soon as Swampfire had healed as much as it could, the Megatrix began flashing silver as it beeped. Suddenly, a silver flash enveloped Swampfire. Vilgax widened his eyes when he saw who was really fighting him before he sneered at the fact that he did indeed kill Ben Tennyson. However, his sneer was replaced by a snarl at the fact that some stranger had almost managed to take him out in the first fight… as well as disabling the omnitrix in the process.

“I will crush you!” Vilgax yelled. However, before he could get any closer some green crystals fired into his feet causing him to stumble and fall from the pain. Soron looked up and saw Tetrax flying down towards them with a jetpack.

“Go,” Tetrax said as he formed crystal blades out of his arms, “you are in no shape to fight Vilgax anymore.”

“Tetrax,” Vilgax snarled as he pulled the crystals out of his feet. Once he was finished, he glared at Tetrax with murderous intention. He and the bounty hunter then charged each other with each cocking back a fist. Vilgax dodged Tetrax’s strike and grabbed him. He proceeded to use all his strength to tear Tetrax in half before running at Soron.

Soron snarled before he looked at his Magatrix which had thankfully became gold again. He didn’t even bother scrolling through the aliens once he activated it. He slapped the Megatrix and the next second later he was enveloped in golden light. Once that ebbed, he was clothed in the same blur outfit from Smallville Season 9. However, instead of an s-shield there was the golden Megatrix symbol.

 **“Krypto-man!”** Soron yelled just as Vilgax reached him. Soron held up a hand and caught Vilgax’s fist in his own.

“What?!” Vilgax exclaimed, “this is impossible! How are you doing this?!”

“I am the man of steel,” Krypto-man said as he got to his feet pushing vilgax back in the process.

“This is for Tetrax!” Krypto-man said as he punched Vilgax’s wrist shattering it.

“This is for Azmuth!” Krypto-man continued as he fired heat vision into Vilgax’s right leg causing the despot to fall to his knees while crying out in pain.

“This is for Ben Tennyson!” Soron shouted as he kicked Vilgax onto his back.

“This is for humanity, and most of all… Sara!” Soron finished as he knelt down and punched on Vilgax’s face. He continued punching Vilgax again, and again, and again. He was about to deliver the killing blow, but then stopped once he remembered that he had created the Megatrix in a way that would honor Ben Tennyson. He knew that Ben hated killing, and would never kill his enemies. Soron lowered his fist and stood up.

“I don’t have to kill you to beat you,” Soron said, “you’re finished.”

He suddenly heard a terrifying sound and looked up. He saw the sky-palace not too far above him. He had no time to get out of there, so he closed his eyes and sent a message to Gwen through his megatrix once he had transformed back to normal. The message was as follows:

_I’m sorry I couldn’t keep my promise and survive, but know that I will always be there in your heart. As long as you remember me, my soul lives on. Keep me alive that way, and stay kind no matter how hard things get. Remember that I love you Gwen. Live long and prosper._

As soon as his message was sent the sky-palace crashed down on top of him and Vilgax. However what was odd was that Soron felt fine. When he opened his eyes, he found himself in the middle of a forest. Suddenly, his Megatrix beeped which indicated he had a message. When he pressed the hourglass symbol a hologram appeared. Soron widened his eyes when he saw who it was. It was Professor Paradox!

 _“I’m pretty sure you’re wondering where you are right now,”_ Professor Paradox’s message said, _“well, to be honest I have no idea. I shouldn’t have done so, but you’re so young. You have much more life to live, and so much more good you can accomplish. According to the timeline, you died taking Vilgax along with you. You became a hero equal to Ben Tennyson in the world’s eyes. Gwen Tennyson becomes her own legend and leads humanity in a way that honors the both of you. Your daughter even becomes important, but mostly on the science aspect of being famous. Your old life in this reality may be over, but the one you’re in now… well it’s just beginning. Make friends, fall in love, and in general? Live a good life. Good bye.”_

Soron’s eye twitched a few times as the hologram flickered away before he breathed in deeply.

“PARADOX!” Soron yelled angrily, “YOU SON OF A BITCH!”

**A few minutes later…**

Soron had calmed down from his anger concerning the fact that Paradox had basically exiled him to who knows where. With a sigh, he massaged his face before he actually looked around himself to get an idea of his surroundings. Yep. It was definitely a forest… without any clear way of leaving it. He sighed again before he picked up a random stick and tossed it into the air. He kept his eyes on it, and when he saw that it headed towards the left, he went that way. It was a quiet walk through the forest, but that didn’t do any good for his mood. Especially, since he was going over the events beginning with Ben’s demise all the way till today… although he did exclude one particular day. The more time he had to think, the broodier he got. He was so deep in thought, he didn’t notice a figure in his way. The result was… BONK! He backed up suddenly as he held his aching nose. He looked up to see a giant figure wearing a grey long coat over a black shirt that was unbuttoned partway to show his chest hair. The figure had cold calculating yellow eyes and around his neck was a strange kind of necklace.

“What do we have here?” asked the figure in a booming voice, “another ant for me to squash?”

“Nonononono,” Soron said placatingly, “no need to squish me! I was just passing by minding my own business and-”

“Doesn’t matter,” the figure said as his form suddenly bulged and he was replaced by an even taller looking being. It looked as tall as the Hulk in everything Marvel related, “You saw my face, and that means you have to die.”

“Isn’t that a bit extreme?” Soron sweat dropped. Suddenly, the giant moved impossibly fast for its size and punched down at him. Soron quickly rolled out of the way and activated his Megatrix.

“I think it's time you pick on someone your own size,” Soron said as he selected an alien to use. He then slapped down on the Megatrix and a golden light enveloped him making the giant cover his eyes. When the light had ebbed a creature that looked like an insect had replaced Soron. It had four eyes on stalks that were connected to the sides of his head, jagged-ish looking wings, two arms with three clawed fingers, four insect like legs, a tail with a sharp pointy end. On it’s black head was the golden Megatrix symbol.

“Stinkfly?” the creature said to itself in shock, “Oh come on! I was going for Humungousaur! Nevermind, this’ll do.”

At that, Stinkfly flapped its wings quickly and flew up into the air. The giant got over the shock of the sudden change and moved its arms in a clapping motion. However, Stinkfly was too fast for it. Suddenly, Stinkfly shot some gunk out of its eyes right into the giant’s face forcing it to stumble back as it moved a hand up to try and remove it.

“Looks like you need to see a doctor,” Stinkfly taunted, “you appear to have acquired a stinky affliction.”

The giant ripped the gunk of its face and glared at the bug.

“I think it’s time I teach you a lesson!” the giant said as it moved its arms back.

“Oh phooey,” Stinkfly said as he began backing up quickly, “it appears the only affliction this giant has is the stink eye.”

As soon as he finished his sentence, the giant slammed its hands together sending Stinkfly flying back through the air into a tree. He then fell down hitting every branch and breaking some of them as he went. As soon as he managed to get back onto his feet the giant had reached him.

“Time to die little bug,” the giant said as it raised a leg intending to squash Stinkfly.

“You sacrificed sure footing for a killing stroke,” Stinkfly said remembering a scene from a movie he watched a while ago.

“What?” the giant asked confused and skeptical.

“Let me show you,” Stinkfly said before he shot out his rather gunky and long tongue and wrapped it around the ankle attached to the foot on the ground.

He then wrenched back with his head causing the giant to slip and fall down onto his back banging his head into the ground and destroying some trees. Before the giant could recover, Stinkfly flew back up into the air and began tying him up with his eye gunk blasts. As soon as he had finished he landed back down on the ground and slapped the Megatrix symbol on his head. In a golden flash, he was back to being Soron. Soron stood there with his hands on his hips as he stared down at the giant.

“This has got to be a new record,” Soron said to himself, “taking down a big guy like him with only Stinkfly? Sweet.”

Suddenly, he heard the sound of voices coming from nearby. He looked around for a place to hide in case they were hostile like this guy. Unfortunately, he didn’t see a good hiding spot. With a sigh, he activated his Megatrix again and another golden flash enveloped him. This time, a huge bipedal leafless tree with arms, two eyes, a mouth, and the Megatrix symbol located on his chest took Soron’s place.

 **“Groot!”** the tree said before he tiptoed to the side out of the giant’s sight and morphed his figure to look like a tree. He closed his eyes as well so they wouldn’t see something odd about the tree he disguised himself as.

**Nearby in the forest…**

A pink haired kid wearing a black vest with gold lining, a scale patterned white scarf, shorts tied at the knees, and shoes walked through the forest with a small blue cat with white wings protruding from it's back flying next to his head. The cat also had a green napsack tied around its neck. Next to them was a busty blonde with a ponytail tied at the right side of her head wearing a white sleeveless shirt with blue highlights and formed a cross at the middle where it was buttoned. It also happened to be unbuttoned enough to allow people to see her cleavage without being too daring. She had a blue skirt with a red belt, and a key ring with strange looking gold and silver keys on them. She also wore knee high boots.

“We’ve been walking for miles Natsu!” the blonde complained, “and we haven’t eaten either!”

“Maybe this means you’ll lose some weight this time Lucy!” the blue cat surprisingly said.

“Shut up,” Lucy shouted, “yah stupid cat!”

“Ah man!” Natsu said as he stopped walking when he saw the downed giant that had changed back to normal as an attempt to free himself from the gunk… it didn’t work.

“What is it Natsu?” Lucy asked as she followed his line of sight.

“Somebody already took this guy down!” Natsu complained, “Now I won’t be able to kick his ass!”

“That’s what you’re upset about?” Lucy sweat dropped before she thought, _I really needed the reward for taking this guy down. Now how am I going to pay my rent?!”_

“Hey!” Natsu said with a grin as he came up with an idea, “I know! I’m gonna set that guy free and then fight him!”

“Aye sir!” the cat replied as it watched Natsu running towards the giant with a flaming fist. Lucy on the other hand groaned at how stupid Natsu was being, but she knew that Natsu’s stupidity was backed up by his stubbornness. There was no way of talking him out of it.

However, before he could make it to the giant some random bandits appeared in front of him and the giant. One of the bandits slashed at Natsu just as he leapt back and out of the way.

“We’ll have you free of this gunk soon boss!” said one of the bandits that was busy hacking at Stinkfly’s gunk.

“What shall we do with the pink haired kid, the flying cat, and the blonde girl?” asked another that had a spear at the ready as he glared at Natsu, Lucy, and the blue cat.

“Kill all of them,” the giant said as he pulled on the gunk with all his strength to help quicken his escape from the gunk, “but leave the girl alive. I am in need of a new slave-wife after all.”

Lucy panicked at that and hid behind Natsu in fear. Natsu on the other hand glared at the giant.

“You’re not taking Lucy!” Natsu shouted, “She’s a member of Fairy Tail, and we look after our own!”

“Fairy Tail?” the bandits said confused until the giant laughed at Natsu’s words. Suddenly, he was free and sneered at Natsu, Lucy, and the cat while he got back on his feet.

“I never thought I’d get the chance to kill a Fairy Tail wizard!” the giant cackled before his expression grew serious, “leave the pink kid and his cat to me.”

He then grew back into his monstrous form and roared loudly before running at Natsu. Natsu engulfed his right fist in flames as he charged at the giant before leaping up.

 **“Fire Dragon Iron Fist!”** Natsu yelled as he punched the giant hard knocking him back a few steps. As Natsu fought the giant, Lucy began backing up in fear as the bandits hurried towards her. She then remembered that she was also a wizard and face-palmed. She quickly pulled out a golden key from her key-ring and sliced through the air.

 **“Open, Gate of the Golden Bull: Taurus!”** Lucy yelled and with the sound of a bell, a humanoid cow appeared with a double-sided axe sheathed on his back. He had the black and white colors of a cliche cow and also had the horns of a bull. Around his neck was a cowbell and in his nose was a ring.

“MooooooOOOO!” the cow-man said before looking at Lucy with hearts in his eyes.

“They’re trying to enslave me into being the giant guy’s wife! Take them down!” Lucy said pointing at the bandits that were closing in.

“You got it miss Luuuuucy!” the cow-man said as he pulled out his axe and slashed down at the ground sending a shockwave towards the bandits. The attack did take out a fair amount of them, but several were still standing.

“Nobody is gonna touch my master’s rockin’ bod except me!” the cow-man declared as he bashed a bandit in the head with the butt of his axe.

Soron opened his eyes and widened at everything he saw. His mind then put what he heard, next to what he saw and understood the prior dialogues he was confused on. However, what caught his attention was that the pink haired guy was getting his ass handed to him. While he was holding his own, he wasn’t making any progress in taking down the giant. He was never really a hero, but he didn’t like what he heard concerning the giant and the blonde girl. Slavery was a big “NO” in his book. That’s why he morphed back to the bipedal leafless tree form and stomped towards the giant clenching his fist. The giant was currently in the process of squeezing Natsu like a grape with the intent to kill.

“I. AM. GROOT!” Soron yelled as he punched the giant hard sending him knocking into the forest. That caused the giant to let go of Natsu who immediately fell back to the ground. Everyone stopped what they were doing and widened their eyes at Groot. When Soron looked at the remaining conscious bandits, they immediately dropped their weapons and ran screaming themselves mute from the area. However, the fight wasn’t over as the giant got itself back to his feet.

“You threatened to take Lucy for your own against her will!” Natsu yelled at the giant furiously, “and now you’re going to burn!”

“You’re nothing,” the giant sneered as he looked at Natsu evilly, “your previous attacks were pitiful. An annoyance at best. I doubt there’s anything you can do to me.”

Natsu took a firm stance and proceeded puff out his cheeks far more than should be possible. Soron widened his eyes when he saw that.

 **“Fire Dragon…”** Natsu yelled as he placed his hands over his mouth like a trumpeter would, “ **Roooaaaar!** ”

Suddenly, a torrent of flames whooshed out of his mouth at the giant much to the latter’s shock. The giant widened his eyes as he held up his arms to block the attack. Unfortunately for him, the attack was too powerful and he screamed out in pain. When the flames had vanished the giant was all charcoaled and burned on the ground unconscious and back to his normal size. However, he was still alive much to Soron’s surprise. He then looked at the pink haired kid and saw a toothy grin on the kid’s face.

“Thanks for the save…” Natsu said with his grin fading realizing he didn’t know who Soron was.

“I am Groot,” Soron said introducing himself.

“Okay Groot,” Natsu said grinning, “you’re one heck of a strong whatever-you-are.”

“I am Groot,” Soron replied in agreement.

“Yeah,” Natsu said with his grin fading, “you already said that…”

“Natsu!” Lucy said as she arrived at his location and looked into the part of the forest the giant was in. Right next to her was the flying blue cat, and not far behind her was the cow-man… who was staring at Lucy’s rear end with hearts in his eyes.

“What?” Natsu said turning towards Lucy annoyed that she was interrupting his conversation with Groot.

“You set the forest on fire!” Lucy exclaimed in horror and anger as she pointed at the forest the giant was in.

“Oh, heh heh,” Natsu said scratching his neck, “whoops.”

“Who’s the tree guy Natsu?” the cat asked as he flew up to the side of Natsu’s head.

“This is Groot,” Natsu said pointing at Groot, “and I don’t think he’s all that bright.”

“Natsu!” Lucy exclaimed, “he’s standing right there!”

Groot sighed remembering that nobody can understand him when he's in the form of Groot. He then slapped the Megatrix symbol and in a flash of gold he was once again Soron. Natsu, Lucy, and the blue cat all stared wide-eyed with their jaws dropped at the sight.

“Sorry,” Soron said sheepishly, “I kinda forgot that nobody can understand Groot.”

“How… where… what…” Lucy said confused.

“You’re wondering how the tree guy became me?” Soron asked already knowing the answer. However, he waited politely as all three nodded their heads in unison.

Soron looked around at the unconscious bandits as he debated whether or not to tell them. He decided he wasn’t going to do so here if he was going to at all. After all, he doesn’t want people to know how he does what he does. Last time he explained how he did what he did… something bad happened later that day. The day he swore to never repeat, and did his best to forget.

“Maybe some time later in the future,” Soron said as he turned around and headed off, “Cya.”

“Hey!” Lucy said running up to him after she shook herself out of her shock, “you can’t keep us hanging!”

“Yeah!” Natsu agreed also shaking himself free of shock, “Besides you helped take down smoky over there! You deserve part of the reward for taking him down!”

“Natsu,” the cat sighed, “you don’t smoke meat with fire. You do it with smoke.”

Natsu, of course, ignored him and walked up to Soron who had stopped when he heard “reward.”


	2. Fairy Tail

**Summary for the Chapter:**

> Soron is introduced to the Fairy Tail guild members, and talks about his backstory. Two transformations are revealed in this chapter(both of them being custom aliens).

**Notes for the Chapter:**

> for those of you wondering why i'm not using ben instead. you should know that it's because i wanted to use my custom aliens. this chapter/episode will be shorter, and i apologize about that. i wanted to make it as long as the prior one. however, i honestly couldn't think of what else could be done for the chapter/episode. also, i didn't want to do the Galuna Island arc cause it's not one of my favorites tbh. in any case, expect a canon episode to be for next chapter.

Episode 2: Fairy Tail

 

Soron turned to look at them with a greedy look in his eyes.

“What kind of reward?” Soron asked intrigued. Unlike Ben, Soron didn’t save people because it was the right thing to do… well that wasn’t the only reason. He has always accepted rewards offered from those who he helped prior to the war against Vilgax.

“Jewels man!” Natsu said as if it was obvious.

“As in sparkly shiny rocks!” Soron said hopeful.

“No…” Natsu said confused as to why Soron said that, “paper money. Have you been living life in a cave or something?”

“Natsu!” Lucy exclaimed again.

“No,” Soron said shaking his head, “I’m actually new to… where are we?”

“Just outside of Balsam village,” Lucy said confused.

Soron shook his head indicating he still had no idea.

“The Kingdom of Fiore?” Lucy said getting more confused.

Again, Soron shook his head.

“Ishgar?” Lucy said confused still.

Once again, Soron shook his head.

“Earth Land?!” Lucy said extremely confused.

“Nope,” Soron said shaking his head, “none of those names ring a bell. Sorry.”

 _Was this guy born yesterday or something?!_ Lucy thought with a sweat drop.

“So,” Soron asked as he pointed at the unconscious giant, “Where do you need to take the brute?”

“To the local authorities, of course,” Natsu grinned as he turned around, “follow-”

“Natsu,” Lucy sighed, “how do you expect us to carry that giant?”

“Oh,” Natsu said as he turned back around realizing she’s right, “I dunno.”

“Let me handle that,” Soron said as he activated his Megatrix. He then selected an alien, and slapped down on the Megatrix. In a golden flash, he was replaced by a red being with four arms.

 **“Four Arms!”** Soron yelled before turning to the charcoaled giant and picked him up. When he turned back around with the giant slung over his right shoulder, he noticed their shocked expressions had returned.

“What?” Four Arms asked before he realized what they were shocked about. He then groaned and massaged his face with one of his two empty hands.

“Let’s just get this guy where we need to drop him off,” Four Arms suggested, “and then I’ll tell you something about me. Deal?”

“You got a deal big guy!” Natsu grinned clearly having recovered from his shock, “Follow me! I’ll lead the way!”

 _That line sounds familiar. I wonder why._ Four Arms thought as Natsu led him, Lucy, and the blue cat through the forest back to the Balsam Village. Whoever these guys are, they intrigued Soron a bit. Especially, because he hadn’t seen flying blue cats or kids that could shoot fire from their mouths before. Also, the pink haired flame sneezer was surprisingly likable. Same goes for the girl, Lucy. Soron wasn’t sure about the flying cat yet though. All he knew was that it was weird… cause of the color and the fact it had wings. The talking aspect? He can understand. After all, he can transform into a few animal-like aliens that can talk. More than a few, actually.

**Later, just outside of Balsam Village…**

Balsam village was actually pretty big for what Soron would’ve assumed a village to look like based on how technically advanced this world was compared to back home. There also happened to be a fair amount of people moving about their business inside of the village.

As soon as they reached the city, Soron stopped and dropped the giant onto the ground. Natsu, Lucy, and the blue cat turned to look at him confused.

“The hell you drop him for man?” Natsu asked confused.

Instead of answering immediately, Soron slapped his Megatrix symbol and in a golden flash he returned to his normal form. Soron massaged his temples at how stupid Natsu was being, but he then figured he may as well answered.

“Ever seen a big red four armed guy before today?” Soron asked guessing the answer.

The trio looked at each other for a second before they shook their heads at Soron confirming Soron’s guess.

“That’s why,” Soron said, “If I went in there as Four Arms, I would get attacked out of fear. People fear what they don’t understand.”

“Understandable,” Lucy smiled. She then stretched her arms back to behind her head as she yawned. Soron’s eyes immediately zeroed on her bust before he looked away quickly.

“Mind getting the local authorities little buddy?” Natsue asked his blue cat with a grin.

“Aye sir!” the blue cat said cheerfully before he flew off through the town. Soron accurately guessed that the cat was cheerful about ninety or ninety-five percent of the time. That was going to get annoying pretty quick to be honest.

“What is with the cat?” Soron finally asked after a few seconds.

“You mean Happy?” Natsu asked, “he’s my best friend. He’s stuck by my side for a long time.”

“His name couldn’t be anymore on the nose, could it?” Soron said with a raised eyebrow.

“Probably not,” Lucy agreed as she sat down against the wall of a building.

**Another few minutes later…**

Soron, Natsu, and Lucy just stood there, in Lucy’s case sat, as they waited for Happy to return with the guards. Natsu, being the impatient hothead as always, turned towards Soron with a bored expression. Soron didn’t notice it for a few seconds, but eventually he saw Natsu staring at him intensely.

“What?” Soron asked as he looked at the pink haired idiot.

“Time for you to honor the deal,” Natsu said grinning, “now tell us something about yourself.”

“Very well,” Soron sighed, “My name is Soron MacLeod.”

Natsu blinked twice at him before he frowned at Soron which, to be honest, annoyed Soron a fair amount.

“What now?” Soron asked narrowing his eyes.

“You were supposed to tell us how you got your take-over forms!!” exclaimed Natsu angrily.

“Natsu,” Lucy groaned half-asleep, “it’s his right not to tell us anything. After all, he doesn’t know us well enough to trust us yet.”

Before Natsu could reply, Happy returned with a few guards driving a horse and wagon. Good thing too as the giant dark wizard was too heavy to carry much more than an inch. The guards were more than happy to take the villainous giant out of their hands. Fortunately, the client was among the guards. Before the client left them with the giant in the back of the wagon, he handed Natsu a bag of cash. He then saw smoke and paled with his mouth dropped as he realized that there was a forest fire. Lucy quickly apologized to them before she pulled out enough jewels to help with repairing the forest. Unfortunately, that left with with four hundred jewels to put in their pockets. Soron immediately accepted a hundred of the jewels from Lucy so he could inspect the currency. Natsu and Happy were trying to get more than their fair share of the money though which Lucy wasn’t having. They chased her around in circles, and when Soron noticed it he quickly grabbed Lucy’s arm and spun her around him till he was in front of her.

“Stop being greedy you two,” Soron said sternly at Natsu and Happy.

“We’re not being greedy!” Natsu defended himself, “we’re trying to make sure each of us gets a fair share! Isn’t that right, Happy?”

“Aye sir!” Happy replied.

“You’re worse than I was when I was 10!!” Soron sweat dropped.

“Oh no!” Lucy said realizing something as she looked at the sky.

The three males looked at her in confusion as she began sweating nervously.

“Just spit it out!” Natsu said impatiently.

“If we don’t get back soon…” Lucy gulped as she shivered, “Erza will punish us on top of what Makarov has assigned for us!”

Natsu and Happy quickly panicked and shivered as well at the thought of that.

Soron raised an eyebrow in confusion at there evident fear of “Erza” whoever he or she is. However, he did have a soft spot for women. He didn’t like seem them afraid, and then decided to help them out with a heavy sigh.

“Where do you need to go,” Soron asked as he pocketed his newly acquired money and held up his Magatrix, “and how far away is it?”

“The Fairy Tail Guild hall in Magnolia City,” Lucy said nervously still unable to get the image of what Erza will do to them if they’re late to their own punishment, “and it’s about ten miles away by foot.”

“In that case,” soron said as he found the perfect form, “I think it’s time to go…”

He then slapped his Megatrix and instantly a golden flash of light enveloped him. When it ebbed, he was his transforming robot form.

 **_“Aerobot!”_ ** Soron yelled once again shocking the three Fairy Tail members. Their shock enhanced when he transformed into his jet form and opened the ramp.

 _“Get in,”_ Aerobot said to them jolting them out of their shock, _“you did say you needed to get back soon, right?”_

Lucy, Natsu, and Happy looked at each other once before rushing up the ramp. Natsu’s fear of Erza clearly overtook his fear of vehicles As soon as they had sat down in the seats, Aerobot closed the ramp and hovered into the sky a second before blasted up through the air. As always, Natsu went green and his eyes twirled as his motion sickness took over.

 _“What’s wrong with the hothead?”_ Aerobot asked from an internal speaker next to Lucy.

“He has extreme motion sickness,” Lucy sighed as she stared at the flame-brain, “to be honest. I’m surprised he hurried onto… into… uh…”

 _“How about,”_ Aerobot suggested knowing why she trailed off, _“got onboard.”_

“Sure,” Lucy nodded, “In any case, I guess he was more afraid of Erza than he desired to stay away from vehicles.”

 _“Who is this Erza anyway?”_ Aerobot asked curious.

“She’s only the strongest woman in Fairy Tail,” Lucy sighed.

 _“Why are you three so afraid of her?”_ Aerobot asked.

“You’ll see why soon enough,” Lucy groaned.

The rest of the flight was silent as Aerobot focused on flying and Lucy focused on mentally preparing for whatever Makarov had in store for Her, Natsu, and a particular onyx haired ice wizard named Grey Fullbuster. Happy was excluded from the punishment, because he’s a cat that doesn’t know any better. As soon, as Aerobot found saw the Fairy Tail Guild hall, he aimed towards the ground and changed into another alien form quickly.

 **“Big Chill!”** Soron yelled with Natsu & Lucy held under each arm.

Happy flew next to him. As soon as they landed, Big Chill let go of Lucy who spun around till she fell down due to the dizziness and Natsu immediately recovered from his motion sickness as soon as Big chill let go of him. Big chill then proceeded to slap the Megatrix symbol and reverted back to being Soron. Soron then looked up at the guild hall as he hadn’t seen much buildings constructed like it in his life.

The building sat close to the edge of a cliff overlooking a large lake, known as Lake Scilliora. It was fairly tall, though not as tall as Kardia Cathedral, and strongly resembled a pagoda. It had white walls, and a large decorated red door. It also had two red pentagonal windows on either side of it. Above the door was a wooden sign that read “Fairy Tail” in big blue letters, while the sign had gold trim, as well as symmetrical fairy-like silhouettes. Both of which had tails, fittingly enough. On the highest level of the pagoda, there were three flags. The one on the left was green, and had a symbol soron didn’t recognize. Same goes for the one on the right, except for the fact that the flag was colored blue. The middle flag was orange and had a white symbol that looked similar to the two gold fairy-like figures on the building’s sign. It was then that Soron noticed something. That symbol was also on Natsu’s shoulder, in red, and the back of Lucy’s right hand, in pink. Must be a guild requirement or something.

Soron was so caught up in the building’s design that he didn’t notice that Lucy, Natsu, and Happy were making their way inside. Soron thought about following them, but decided against it. He turned around to leave before something wrapped around his right arm and he was yanked in falling down on the floor. With a furious expression, he looked to see who had done that and saw Natsu holding the whip that was on Lucy’s left hip.

“The hell was that for?!” Soron exclaimed irritatedly as he freed himself from the whip.

“You were just going to leave without getting a proper thank you!” Natsu replied as Lucy snatched her whip back.

“Maybe I don’t want to be thanked by a hothead like you!” Soron said angrily.

“And maybe it doesn’t matter what you want!!” Natsu said getting worked up.

“Enough!” yelled a commanding voice.

Everyone looked to see the owner of the voice, and saw a short old man. The old man had white hair and a matching white mustache. He wore an orange jacket with light blue cuffs, with a white t-shirt that underneath that bore what Soron guessed was the guild’s logo. He also wore orange shorts, curled shoes, and a jester-like hat on his head that only had two of the flappy things. It was stripped blue and orange. In his left hand was a wooden cane, which had a pink smiley face at the top of it. However, the old man appeared to not need it at all.

“What is going on?” the old man asked each and every one of his guild members.

“Natsu yanked a guy in with Lucy’s whip,” an onyx haired kid with the fairy tail logo on the left side of his chest, in blue. He was also just in his boxers which looked more like shorts.

“Grey,” Lucy sighed, “your clothes.”

Grey then looked down and panicked as he danced about for a few seconds.

The old man looked at Natsu sternly before he homed his eyes in on Soron.

“So,” the old man asked walking up to Soron, “what could make Natsu think it was a good idea to yank you inside the guild hall?”

Soron was used to being in the spotlight as he had led a resistance, but right now… he was nervous. Something about the old guy was dangerous, and Soron’s instincts told him that his answer better be good lest he anger the guy.

“I… uh…” Soron said slowly, “He thinks i have to be properly thanked…”

“Why?” the old guy asked.

“He helped us take down a giant take-over wizard,” Lucy spoke up, “and he carried the giant to right outside of Balsam Village for us.”

“Did he now?” the old guy asked before he grinned and held out his hand, “I’m Makarov, and the master of Fairy Tail.”

“Whoa whoa whoa,” Soron said backing up, “Why are you guys being so friendly to a complete stranger? For all you know, I could be a spy for crying out loud!”

“Oh,” Lucy said getting nervous, “that would explain…”

“Explain what?” Makarov asked looking at her.

“He was saying that he had no idea where he was,” Lucy sighed nervously glancing at Soron, “and he said he was new to these parts or something along those lines.”

Makarov then looked at Soron with narrowed eyes before his expression became kind again.

“Before my children attack in fear of you being a spy…” Makarov said, “I advise you tell us who you are, where you came from, and why you’re here.”

Soron looked at the old man, and then everyone else before he sighed and looked down for a few seconds as he made up his mind.

“This is a long story,” Soron said looking back up, “I advise everyone to have a seat.”

Once everyone had gathered close enough to him in chairs, he began his story. He told them a fair amount of his past starting with when he met Ben Tennyson. He excluded the portion of the war against Vilgax except for the final battle that won the war. He ended with what happened right before he was yanked into the guild hall by Natsu. Everyone looked at him wide-eyed at the fact that he was saying he was from another universe. For a moment nobody spoke as they did their best to process what he was saying. Eventually, a white haired giant of a man spoke up. He wasn’t as tall as that villainous guy soron took down that day though… one actual giant was enough for one day in Soron’s mind. The man also had a scare on the right side of his face, but was mostly visible near his ear.

“Now that’s what I call a real man,” the man said with a smile.

“Wow,” the white haired woman close to the big guy said, “all that power… and he hasn’t gone mad with it? I’m impressed.”

“Huh,” Natsu said, “I don’t get it. How does he turn into those creatures?”

“Do you even have a brain in there matchstick?” Grey asked with his arms crossed now wearing a white button down shirt, black pants, and black shoes.

“What did you say frosty?!” Natsu demanded.

“I called you an idiot flame-brain!” Grey replied as their icy and fiery auras somehow became visible while they glared at each other as they pushed against one another. Makarov closed his eyes as his left arm suddenly grew and crushed them both with his hand. Soron widened his eyes at that and was once again thankful to his instincts.

“Okay,” a petite blue haired woman with small breasts wearing glasses said, “can you tell us again how you become those… aliens? I’m asking because I’m pretty sure all of us want to make sure we heard right.”

Everyone except for Grey and Natsu nodded their agreement. Grey and Natsu were still unconscious on the ground. With a sigh, soron held up his left wrist and showed them his Megatrix.

“This is called the Megatrix,” Soron explained, “It allows me to transform into any sentient alien race in my universe… plus some additions I created. While there’s nothing magic about it, I can see why you might think it is.”

“Okay,” the petite woman said, “how many does it have?”

“Right now,” Soron said thoughtfully, “it has about 25 aliens plus 4 custom aliens readily available.”

The petite woman’s name was Levy McGarden, and she was actually a very smart woman. Everyone widened their eyes because twenty-nine transformations was more than any take over wizard had in known recorded history.

“Readily available?” Levy asked as she had caught on to what he said, “What does that mean? Just how many does that thing have?”

“You’re smart,” Soron smirked before he said, “I’d say it has over a million aliens’ DNA stored in it. I’m fine with what I got now though.”

Everyone’s jaws dropped further when they heard the full amount he said the watch had. They all had no idea how strong the device was, and they all wanted to know. However, they knew they couldn’t force the answer out of Soron. Especially, if Soron turned into one of his transformations.

“So how long have you had that thing?” asked a man with a pipe. This man was named Wakabe.

“Two years,” Soron said nonchalantly, “I built it with the help of one of the smartest beings I ever knew.”

“What?!” everyone except for Makarov exclaimed. They had no idea that a human could build such a powerful device. Of course, they had no idea that Soron wasn’t human and was an alien himself. They all stared with shocked expressions for about several minutes in silence. Soron was starting to get uncomfortable with the nervous silence and everyone staring at him. Fortunately, Lucy was the one to break the silence.

“What exactly do these alien things do?” Lucy asked, “After all, you wouldn’t have been able to take down a giant take-over wizard with one of them if they were just for aesthetics.”

Soron placed his index finger and thumb on his chin with a thoughtful expression. He was like that for a few minutes as he thought of all the things he could do with the aliens.

“Let’s see,” Soron said finally, “There’s regeneration, flight, elemental powers, super-strength, super-speed, and much more. So much, I can’t name all of them off-hand.”

Lucy widened his eyes at that, because if what Soron was saying was true… that’d mean that Soron was s-class at least. At most, he was equal to Makarov in power.

“Unless you have any more questions,” Soron said getting restless, “I’m going to go…”

Soron was interrupted when the front entrance doors slammed open and everyone turned to look at who caused it. When Soron saw who it was, he mistook it for Gwen because of the red hair. However, the image of Gwen faded and in her place was a woman with long red hair. She wore a breastplate with the Fairy Tail symbol on it under an asymmetrical cross , some greaves on each arm with what looks like tiny metal wings at her elbows, a red skirt, and boots. This woman is Erza Scarlet.

Natsu and Grey woke up just in time to see her. As soon as they did, they suddenly began sweating in fear. However, their fear vanished as Erza Scarlet collapsed onto the floor. Sticking out of her back was a hilt which was giving off a dark magical aura.

The entire guild hurried to her in concern, but to their surprise Soron was there first. Soron had just knelt by her when they arrived.

“Whatever happened to her is NOT good,” Soron said narrowing his eyes.

“Oh yeah!!!” Natsu yelled, “and how would you know?! You’re not from here!!!”

Soron ignored him, and pulled out his megatrix. As soon as he selected the alien he wanted, he slapped down on it and a golden flash enveloped him causing everyone to cover their eyes with there hands. When the light ebbed, Soron was replaced by a green looking fellow wearing a black outfit with a red “X” on the chest, and a blue cape. He had red eyes, and was bald.

“Everyone,” Soron said without looking at them, “silent your minds and your mouths. I need to concentrate in order to remove this damned blade.”

Once he was satisfied that they had done so, he reached for Eza’s back.

“It’s too risky,” Makarov said stopping the emerald alien, “this magical weapon is too acidic for anyone to touch.”

“Then I won’t touch the weapon,” the alien said bluntly before he grabbed Erza and phased them through the floor leaving to fall down.

Everyone was confused as to what the alien had done with Erza. However, unknown to them the alien phased out of the floor behind the group. With another flash of golden light they turned to see Soron back to normal… except for the fact that he was wearing a different attire. This time he wore a dark blue blazer over a lighter blue long sleeve button down shirt, black dress pants, black dress shoes, and a black bow tie on his neck. On his belt was the golden Megatrix symbol.

“Uh…” Natsu said confused, “How’s that supposed to be an alien? Looks just like a human.”

“This form is my true form,” Soron replied with a surprisingly british accent… not that they’d know what one was, “However, for some reason I was given a human body in my birth. Now stand back humans and flying cat. The doctor is in the house… so to speak.”

At that, he allowed his right hand to glow with golden regeneration energy much to the shock and awe of everyone conscious in the guild. The energy also happened to look kinda like golden flames. However, when Soron touched Erza the “flames” didn’t incinerate her body. In fact, they could clearly see the wound in Erza’s back healing and the blood staining her armor vanishing. As soon as he was finished, Soron extinguished the energy and his hand shook a bit before settling down again. The process of saving Erza’s life had taken a LOT out of him, and so he was nearing unconsciousness. As he fell unconscious he reverted back to normal and the last thing he saw was the redhead coming to.

As Erza slowly got into a sitting position, she saw a stranger in a black leather jacket with a skull on the front. She vaguely recalled a glimpse of him before she fell unconscious due to the weapon embedded in her back. As that thought went through her mind, she realized that she was no longer weak nor dying. She reached behind herself, and sure enough the weapon was no longer there. She also didn’t feel like she was wounded internally, and so decided to check for any wounds with a random wooden spoon she found on the floor. There was no wound.

“How-” Erza began confused.

“It appears we have a new friend,” Makarov said as he approached Erza and Soron’s prone form, “He helped Natsu and Lucy defeat a giant take-over wizard, and now he has saved your life with two of his many forms.”

“He’s a take-over wizard,” Erza guessed.

“Not exactly,” Makarov said, “after I see to it that he is comfortable and not dead, I’ll tell you everything he told us about himself. Then you can tell me about what happened to you.”

Fortunately for Natsu, Lucy, and Grey they weren’t going to be punished for taking an S-class quest without permission. Mainly because today’s events had made Mokarov forget all about it. However, he will remember and when he does he’ll punish them in a way never been done before.


	3. Changeling

**Summary for the Chapter:**

> Soron recovers from spending too much regen energy saving Erza in the previous chapter. although, that weakens him his regeneration energy is basically infinite since the timelord form is located inside the Megatrix. There is quite a bit of awkwardness between Erza and soron this chapter.

**Notes for the Chapter:**

> once again, this is a short chapter. In any case, for when the characters swap bodies i'll be having it so that the person's name that entered a body will be before said body. for example: Mirajane/Elfman. mirajane is in elfman's body, and same for the other way around. However. that will NOT happen in this. also, soron & Erza haven't fallen for each other yet... as far as they know. Soron's body is just sexually attracted to Erza's body which is a normal human reaction. i'll wait till after the events of the Fighting Festival arc to put their status as "couple."

Episode 3: Changeling

 

Soron slowly woke up and found that he was in a strange room. It was small and didn’t have much. It had a bed, a bedside table & lamp, and a small bookshelf. He slowly sat up and swung his legs off the bed and onto the floor. He heard the telltale sounds of people talking, drinking, and whatnot. He even heard the familiar voice of the white haired big guy saying “a real man” in most of his sentences. He sighed as he realized that the events he witnessed in whatever reality he was teleported to actually did happen. He stood up and headed to the door, but before he could open it someone walked in and they bumped into each other falling down. Soron massaged the bump on his head that he received as he looked at whoever had bumped into him. It was Mirajane, and she also had a bump on her head.

“Sorry about that,” Soron apologized sincerely.

“It’s okay,” Mirajane said cheerfully as they stood up at the same time, “Neither of us expected another person on the other side of the door after all.”

“Yeah,” Soron nodded before a question came to the forefront of his mind.

“How long was I out?” Soron asked.

“The rest of the day yesterday and all of last night,” Mirajane replied cheerfully.

“Master Makarov wanted to speak to you as soon as you had woken up,” Mirajane suddenly said.

“I’m guessing it’s non-negotiable?” Soron asked dryly.

“Correct,” Mirajane smiled, “What the master wants, the master gets.”

“You can wait for him in the main area,” Mirajane said as she walked away from the door, “I’ll go get him.”

**Meanwhile, in the main area of the guild hall…**

Natsu was currently standing in front of the job request board looking for a job with Grey next to him also looking at the board. Right now he was staring at a particular job request that looked a little creepy. The parchment was black, and the request was drawn in white. There was an upside down triangle on it with what looked like two eyes at the bottom corners of the triangle. Inside of the triangle was what looked like words in a strange language. To the sides of the triangle were other words written in the same language. At the top were the words “Read This” written in a spooky-like text in black with white around it forming the letters. At the bottom was the price. It was 500,000 J.

“Man,” Natsu remarked, “That’s one creepy looking job request.”

“Yeah it is,” Natsu agreed.

“What you guys doing?” Lucy asked as she walked up. This time she wore alight blue shirt with a v-neck. The bottom of the shirt stopped right above her belly button, and she also wore a pink skirt with a belt on it. As usual, she wore her key ring of gate keys and her whip on her hips.

“Just looking for job requests,” Natsu replied focused on the creepy request.

“What the heck?” Natsu said as he leaned closer to it for a second, “I can’t even read it.”

“Read what?” Lucy asked curious.

Before Natsu could reply the familiar commanding voice of Erza Scarlet could be heard right behind Lucy.

“No way!” Erza said sternly startling Lucy while Natsu removed the job request from the board to study it further. “You will NOT be taking any requests.”

At a table nearby, Reedus, Cana, and a kid sat there with only two of them watching. Reedus was an overweight fella wearing a white shirt, a cliche witch's hat and was currently in the process of drawing as usual. If he didn’t have arms, legs, or a head, he’d probably be mistaken for a giant beach ball. Cana wore her usual light blue bikini tip, arm bands, bracelet, and black tight pants. She had brown hair as well, and right now she had a mug of beer in her hand. I know… shocker. The kid had black hair, an excited expression on his face, wore a cyan/teal/aquamarine/whatever color t-shirt.

“Do they have to be so noisy?” Cana asked annoyed.

“Who cares?!” the kid replied with a fanboy expression on his face, “They are like, the coolest!!”

“You’re kidding me right?” Cana asked dryly.

**Back with Natsu…**

Natsu was still looking at the job request and now Happy was with them, and this time he wasn’t hovering in the air right next to his head.

“Decipher this text,” Natsu read, “and I’ll see that you’ll increase your wealth by 500,000 jewels.”

“This one sounds like a winner to me,” Natsu grinned at Happy, “what do you think?”

“Sure does!” Happy agreed pumping his arms up in a victory pose.

“So it’s a translation job?” Grey asked, “that’s a weird request for a guild.”

Once the parchment was on a table next to them, they all stared at it. Even Erza was intrigued and decided to not prevent them from taking the job should they want to.

“Wait,” Grey said, “that’s some kind of crazy ancient stuff. No one’s going to be able to read that.”

“Hold on,” Happy spoke up, “it’s written in modern letters too!”

“I thought I told you,” Erza said changing her mind a second time, “no jobs!”

“Oh yeah,” Natsu said eagerly ignoring Erza as he leaned over the parchment, “I can totally read that!”

However, before he could he heard the sound of footsteps and turned to see who it was. Soron had just entered the main hall of the guild. Forgetting entirely about the request he grinned in anticipation. He has been wanting to fight Soron to see who was stronger for a while now, and since Soron was awake… this was the perfect time.

“Hey!!” Natsu yelled as his fist engulfed in flames, “take-over wizard guy!”

Soron, however, ignored Natsu and immediately headed to the bar where he just sat and stared at nothing.

“Hey!” Natsu yelled again, “I’m talking to you, skull-shirt!”

Soron quickly figured out that Natsu wasn’t going to quit, so he turned towards the hot head and narrowed his eyes at him.

“What do you want hot shot?” Soron asked dryly.

“You and me!” Natsu grinned, “We’re gonna fight! Right here! Right now!”

“You want to fight?” Soron asked as he got up from the bar stool he was on.

“That’s what I just said!!!” Natsu said

“You fight me?” Soron said as he walked towards Natsu, “you’ll be in for a world of hurt.”

“Alright,” Natsu grinned eagerly, “I’m all fired up now!”

He then leapt at Soron with the intent to punch him. However, Soron quickly dodged the attack before grabbing Natsu’s leg. Soron proceded to swing Natsu around onto a table wrecking it. Everyone widened their eyes at that, even Erza. However, what really caught her attention was the look in Soron’s eyes. It was the look of someone who had literally just lost everything, and had been in a LOT of deadly battles. Soron’s eyes were so cold, they could send shivers down your spine. Her musings were interrupted, when everyone gasped in shock. Soron now had Natsu in his right hand by a spot in the shoulder. If Star Trek existed in this reality, they’d recognize it as the vulcan grip or whatever it was called. Natsu then fell unconscious and toppled onto the floor with his flames extinguished.

“What’s that?” Soron asked noticing the parchment in the wreckage of the table. He bent down and looked at it.

“Ugo deru rasuchi boro kania…” Soron said trailing off confused by it.

“The fuck is that supposed to mean?” Soron asked. Suddenly, a bright light shone from him, Erza, Lucy, Grey, and Happy.

“What’s going on?” Macao asked as he and Wakaba walked a few steps forward.

“That’s just sad,” Wakaba said sympathetically, “Those kids are so scared of the master’s punishment, they’re actually sweating rainbows.”

“That’s enough booze for you,” Macao remarked turning towards his friend. At that moment, the light died down and everything appeared normal. However, that changed when they began talking.

“What gives?” Grey asked as he held himself while shivering, “I’m so cold!”

That shocked everyone that weren’t part of the light show.

“What?!” Elfman exclaimed as he took a step forward, “Ice wizards don’t get cold you big cry baby!”

“I-i’m serious,” Grey said with his teeth chattering as he shivered, “I’m super cold right now!!”

Everyone stared at him dumbfounded.

“What the?” Lucy exclaimed suddenly attracting their attention, “What’s going on? Why is my chest so heavy all of a sudden?”

“Hey,” Macao asked confused, “are you feeling alright Lucy? Your voice seems awfully low.”

“What are you talking about, I…” Grey shivered before he stared at Lucy.

“What the?!” Grey exclaimed.

“Why do I feel like I don’t have any clothes on?” Happy exclaimed recovering. He then looked down at himself and exclaimed, “Ahh! I’m Happy!”

“Yeah,” Macao said slowly, “We all know that.”

“Oh,” Natsu said finally getting back up from the floor, “Look at me Natsu! I’m you!”

At that point the guild blinked in complete utter confusion.

“Listen up!” Soron suddenly said in a strong voice attracting their attention, “Why are you all acting like idiots?!”

“Why do I feel air between my legs?” Erza asked confused. That was when Erza and Soron saw each other. Lucy and Grey did the same while both Natsu and Happy also looked at each other. After a few seconds of blinking, they all exclaimed.

“Why am I over there,” they exclaimed in unison, “when I’m over here?”

Erza was the first one to figure it out which prompted him to facepalm forgetting that he had an armored hand on. That caused him to yelp from the pain much to Soron’s irritation.

“Ow,” Erza muttered before she shook her head clear of the pain.

“Listen up you dunderheads?!” Erza yelled getting the body-swapped wizards to stop what they were doing.

“What?” Lucy asked with her deep voice.

“We have switched bodies,” Erza said bluntly.

Everyone except for Soron and Erza blinked at that completely baffled.

“That,” Soron said with his thumb and index finger on his chin, “actually makes sense.”

Lucy/Grey began freaking out and shivered even more uncontrollably.

“Why did this happen?!” Lucy/Grey chattered, “Can we return to our normal bodies?!”

“I agree wholeheartedly, Lucy,” Grey/Lucy said suddenly in just her lacy bra and thong much to everyon’s shock… especially Lucy/Grey’s. However, it was the final piece that proved they had switched bodies.

“Nononononono,” Lucy/Grey said pale eyed as a fair amount of the perverted guild members drilled at the sight of her in such an attire, “p-p-p-p-put s-s-s-s-s-some c-c-clothes on G-g-grey!”

Grey/Lucy looked down and panicked. Of course, a normal guy in that situation would get curious. They’d start massaging their breasts they suddenly acquired. That would lead to them getting turned on, and the rest doesn’t need to be said… or in this case typed. However, Grey being the clueless person without a sex drive as always panicked. He immediately grabbed Lucy’s clothes.

“That’s Grey for yah,” Happy/Natsu said weirding out everyone in the room except for Happy/Natsu.

“Hey!” Erza/Soron said looking at her body, “Don’t you even think about fondling my assets.”

“Don’t worry. I’ll stay as prude-like as possible while in your body,” Soron/Erza said with his fingers crossed behind his back, “Scout’s honor.”

Soron/Erza then posed flirtatiously as he/she winked at Erza/Soron. Much to Soron/Erza’s surprise Erza/Soron blushed a little bit before turning away quickly. Fortunately for Erza/Soron nobody else had seen it.

 _What was that about?_ Soron/Erza thought as she got back into the normal rigid pose Erza’s body is used to.

“The ancient Unpela-spell has been cast,” said a wise gravely voice suddenly from the doorway Soron had come from. Right next to him was Mirajane. He was wearing the same outfit from the day prior.

 _Doesn’t he have anything else to wear?_ Soron/Erza sweat-dropped.

“You kids not feeling like yourselves today, huh?” Makarov asked as he walked towards them.

“What exactly is going on?” Erza. Natsu. Happy, Lucy, Grey, and Soron asked in unison.

“That request you read from?” Makarov explained, “that was put there by me. As a way to serve as your punishment for illegally taking an S-class quest.”

“Why am I being punished?!” Erza/Soron exclaimed, “I didn’t do anything wrong!!!”

“The spell effects everyone right next to it,” Makarov explained, “I’m guessing you’re Erza, and Soron is you?”

Erza/Soron and Soron/Erza nodded at the same time.

“My sincere apologies to the both of you,” Makarov.

“But at least now you two can get to walk in each other’s shoes,” Makarov grinned, “and get through each other’s barriers all the quicker!!!”

“Why you little imp!!!” Soron/Erza explained as his eyes glowed red while a dark aura emanated from him/her. Same went for Erza/Soron. Everyone except for Makarov quickly scooched back afraid of both of them.

“Change. Us. Back. Now,” Soron/Erza said darkly as he leaned towards Makarov.

“Nah,” Makarov said, “not my problem.”

“Not your problem!” the affected wizards and Soron exclaimed.

“I didn’t read it,” Makarov shrugged, “besides its not as if the spell’s going to kill you. It’ll just make it so that you’d permanently be in the bodies you now have once the time’s up.”

“How long till then?” Erza/Soron asked.

“Roughly thirty minutes,” Makarov said, “also, your magics remain with their bodies.”

“Best of luck to you, kids,” Makarov added as he resumed his walk away.”

“Oh great,” Natsu/Happy grumbled, “now all I got is this stinking flying power! I’ll be motion sick all the time now!!!”

“Pipe down yah fleabag,” Grey/Lucy said to Natsu/Happy.

“What did yah call me, chest mountain?!” Natsu/Happy yelled angrily.

That was when Natsu/Happy and Grey/Lucy started their usual fighting. However, Erza/Soron and Soron/Erza quickly separated the two. Soron/Erza grabbed Grey/Lucy by her left tit and twisted the nipple… hard. That caused Grey/Lucy to cry out in pain. Erza/Soron merely stomped on Natsu/Happy keeping the cat’s face to the ground.

“Stop touching my boob, yah pervert!!!” Lucy/Grey yelled angrily.

“You would’ve done the exact same if you were me,” Soron/Erza replied.

“Well,” Lucy/Grey chattered, “I… no… o-o-o-o-okay you’re r-r-r-right.”

“Let go of the boob,” Erza/Soron said attracting Soron/Erza’s attention, “ot I’ll pop one of your testicles.”

Soron/Erza widened his eyes at the look of resolve in Erza/Soron’s eyes. Erza/Soron had her right hand in between her crotch clearly clenched around the nutsack.

“Okay,” Soron/Erza said backing off and letting go of Grey/Lucy who immediately began to massage the pain away. However, Lucy/Grey ran over and stopped him so she could do it herself. Macao and Wakaba all had drool coming from their mouths cause of this scene.

“How long have they been in different bodies?” Mirajane asked worried.

“About sixteen minutes,” Levy said as she walked over to the parchment and looked at it with her magical glasses on, “which means they have fourteen left.”

“Oh dear,” Mirajane said worried.

The affected wizards and Soron stopped what they were doing and raised their eyes in fear at what Levy said. They began to realize that they might be stuck as their opposite genders with different powers. However, Soron quickly realized something.

“Erza!” Soron/Erza called over to Erza/Soron.

“What?” Erza/Soron asked still not happy with Soron/Erza for twisting Lucy’s body’s left boob.

“Change into my timelord form!” Soron/Erza said walking over to her.

“Huh?” Erza/Soron said confused.

“Oh give me my arm,” Soron/Erza said impatiently as he grabbed his body’s left arm. Erza/Soron immediately slapped him hard. Nobody would know it, but Erza/Soron’s heart was beating rapidly which began when Soron/Erza grabbed Erza/Soron’s left arm.

“I wasn’t going to be weird,” Soron/Erza said before he smirked wickedly as he added, “but since you decided to hit me…”

He then reached his right hand down towards his crotch and lightly touched Erza’s pussy and rubbed just between the pussy lips. That caused a sexy moan to come from Erza’s body. Erza/Soron’s eye twitched before leaping at her body knocking them both to the ground with Erza/Soron on top.

“Do that again,” Erza/Soron snarled, “and I’ll have Makarov perform an enchantment to make your body a girl tonight!”

“Wouldn’t be the first time,” Soron/Erza remarked dryly before he got red in the face. Erza/Soron was confused as to why, but realized it as she felt something hard between Soron’s body’s legs touching something soft. Erza/Soron looked down and saw that whatever the hard thing was… it was touching her own body’s vagina.

“They’re in luuuv!” Happy/Natsu said nearby.

Erza/Soron and Soron/Erza quickly stood back up and recovered themselves. They then looked at Happy/Natsu and then each other before punching him in the face knocking him out. Soron/Erza with his/her right fist and Erza/Soron with her/his left fist.

“I’m going to grab my arm again,” Soron/Erza said, “because I need to turn you into my timelord form.”

Erza/Soron nodded an okay before Soron/Erza grabbed his own arm again. This time, Erza/Soron felt her heart skip a beat. However, she didn’t slap Soron/Erza again. After Soron/Erza was done a golden flash emanated and once the light ebbed Soron’s timelord form was there.

“My word,” Erza/Soron remarked in a British accent, “I somehow feel far smarter than normal.”

Erza/Soron then walked over to Levy and looked over Levy’s shoulder.

“Ah hah!” Erza/Soron said with a grin after five minutes, “That’s what needs to be done!”

**Later, after everyone was normal again…**

Soron was outside of the guild staring at the city of Magnolia when he heard the sounds of footsteps walking on dirt coming his way. He didn’t even turn to look as the person stopped next to him.

“Not what you’re used to, is it?” Makarov asked as he too stared at Magnolia, “The designs of the buildings, and how peaceful everything looks.”

“No,” Soron admitted before looking down at the old man, “What did you want to talk about?”

Makarov didn’t answer for a few minutes as he thought of how he wanted to say it.

“You saved one of my children yesterday,” Makarov finally said looking up at Soron, “and that has earned you a place in Fairy Tail… if you want it.”

“Maybe one day,” Soron said slowly as he looked back out at the city, “but for now… I need to find out where I belong in this world. I also need to be alone for a while. I have led a resistance for two straight years, and that requires me to be surrounded by people. Right now… that’s the opposite of what I need.”

“Just remember,” Makarov said, “you will always have a place here in Fairy Tail. Fairy Tail isn’t just a group of random wizards of all shapes and sizes. It’s a family, and we take care of our own.”

Soron nodded once before he activated his Megatrix and in a golden flash of light… a manta ray like alien colored red with golden eyes, clawed hands and feet appeared. He suddenly blasted off through the sky leaving the Fairy Tail guild behind. Makarov quickly turned around when he felt an unusual energy coming from inside the guild hall.


	4. The New Animo?

**Summary for the Chapter:**

> Soron encounters a vulcan as Rath, two more protagonist OCs make their debut, soron's latest enemy is introduced, and two embarrassing moments occur for Soron.

Episode 4: The New Animo?

 

On a hillside in Fiore was a village. It was comprised of log buildings, and occasionally tents. This village was a mile or so away from the nearest castle. Normally, it is the safest village due to its proximity to the castle. Unfortunately, that was not the case today as the village was in flames. There were corpses on the ground, and they were almost all of the villagers. The only ones that weren’t killed were the women and children, because the attackers not only desired to conquer the country. They were also in the slave trade business. Right now, there were two attackers hurrying away from the camp as they chased two figures. The two figures were on their teens. One was a brown haired boy with blue eyes, and the other was a girl with long blue hair and hazel eyes. The boy wore a black trench coat over a black shirt, had black leather pants on, and black boots. The girl wore a sleeveless shirt that had a v-neck and was colored white, wore a short black skirt, and black running shoes with tall white socks. As she ran, her boobs bounced. Her boobs were c-cup size. They also happened to be proportionate to her 5’1” frame. The boy was 5’9” and he had the girl’s hand in his as he pulled her along behind him. The two teens were siblings as well… only because they both lived in the village’s orphanage till now.

Igrao Celors, which was the boy’s name, looked behind them for a few seconds and saw the attackers getting closer. He then put on a burst of speed to get him and the blue haired girl further away. Shuzy Eedfu, which was the girl’s name, hurried as well because she was frightened of what they might do if they caught her.

“Hurry Shuzy!” Igrao yelled as they were nearing the forest that was nearby to the village, “we can’t let up for a second!”

“I’m doing my best Igrao!” Shuzy replied.

Once they reached the forest, they continued running till the were further in. Once they reached a certain point they both hid behind a tree as the two attackers ran past. Igrao then helped Shuzy climb up the tree before he did the same as well. The attackers wore vicious looking armor, and had jagged swords on their hips. One of them had lost his helmet and was obviously human, but the other still had his demonic looking helmet on and cause of that his eyes glowed red.

“Where’d they go?” asked one of the attackers as they stopped to look around.

“No idea,” the other one replied as he scratched his helmetless head.

“It’d take forever to find them in this forest,” the first one said annoyed.

“What if we just say that they had been attacked by a Forest Vulcan?” asked the second one.

“That’d be believable,” the first one said nodding, “Yeah. Those creatures do exist in this part of Fiore after all.”

“Let’s get out of here,” the second one said as he turned to go back the way he had come.

“Yeah,” the second one agreed as he did the same. Igrao and Shuzy stayed still in the tree for what felt like an hour till they figured it was safe to get down. As soon as they were down from the tree, the attackers reappeared and slashed down at them with their swords.

Igrao pushed Shuzy out of the way and got slashed for his trouble. The two swords gouged into him wounding him greatly.

“Igrao!” Shuzy cried out as she stared in horror as Igrao fell to the ground with a spray of blood following him.

“You two shouldn’t have run,” the one in the demonic helmet said as he prepared his blade, “now you have to die.”

At that, they charged at Shuzy. However, unknown to them Igrao had gotten back on his feet. He had also summoned a sword in his right hand as he stared at them.

“Hey!” Igrao yelled, “Why don’t you pick on someone your own size?!”

They both stopped and turned to stare at the boy they thought to be dead.

“Impossible,” the helmetless one said, “nobody can survive our blades!”

“Where’d you get that sword?!” demanded the one in the demonic helmet.

“Maybe I pulled it out of my ass,” Igrao smirked as he held up his blade.

The two attackers rushed at Igrao, but unlike before he was ready. He parried helmet guy’s blade and dodged helmetless’ blade right before spinning around to deliver an attack of his own. Even though he was fatally wounded, he was incredibly fast and kept up a very good defense. That fact merely pissed the attackers off prompting them to swing a lot more wildly and with all their strength.

“How are you still alive?!” human face demanded once he and Igrao locked swords.

“A little something I like to call…” Igrao replied as he did a spartan kick knocking the guy back, “willpower!”

Suddenly, helmet guy’s sword stabbed into Igrao’s back and out of his chest causing him to cry out in pain.

“You’re a skilled fighter,” helmet guy said in Igrao’s ear, “unfortunately for you, you neglected to mind your surroundings.”

“Shut up,” Igrao said as he flipped his sword as to stabbed behind him and into the attacker’s stomach. They then both fell to the ground and Igrao lost hold of his sword. As much willpower as Igrao has, he lost too much blood. There is no way he can keep on fighting this day even if he doesn’t die. His vision was getting blurry, but he could make out the remaining attacker walking up to him.

“Time to die,” human face sneered as he held his sword up in preparation to decapitate Igrao.

 **“Ice Dragon Iron Fist!”** yelled Shuzy as she punched the man hard enough to send him into a tree causing his neck to snap. She had what looked like glowing blue energy in her right fist. She also had an enraged expression. She then knelt down next to Igrao and grabbed the jagged blade protruding from Igrao’s chest. Suddenly, the blade began freezing and she snapped it once it was cold enough. She proceeded to do the same for the portion of the sword protruding from Igrao’s back.

“Don’t you dare die on me!” Shuzy yelled as tears streamed from her eyes, “You promised that you wouldn’t leave me alone!”

Igrao didn’t respond as he had already fallen unconscious, and Shuzy grabbed him to pull him into a hug as she cried her heart out.

 _“We can send you two to a place far away from here,”_ said a whispery voice all around her. She looked around to see who had spoken, but didn’t see anybody.

“Who’s there?!” Shuzy called out.

 _“We are forest nymphs,”_ the voice replied, _“We are all that remains of the magical world save for you and your friend. Our time is nearing its end, but yours doesn’t have to.”_

“We can’t escape these monsters,” Shuzy said bitterly, “Manifest destiny. That is what the world is about now.”

 _“On this world, yes,”_ the voice replied, _“but there are many others. We are connected to them, as they are to us. Unfortunately, the connection is ebbing as magic wanes from this world. Magic is all but forgotten by now.”_

“Please,” Shuzy said with hope back in her eyes, “please help us.”

 _“Of course,”_ the voice replied, _“Good bye, and good luck in your new lives.”_

With that, the ground trembled and a archway of swords appeared. Shuzy watched as blue energy glowed inside of it.

 _“Hurry,”_ the voice said one final time, _“We can not hold the connection for long.”_

At that, Shuzy struggled to pick up her brother and carried him slowly through the gate after grabbing the sword he had impaled one of the attackers with.

**Meanwhile, in another reality…**

Lucy was currently walking over to the board with jobs tacked to it, a glowing blue light appeared in the middle of the cafeteria attracting everyone’s attention. When the light had finally ebbed, two figures were evident. Shuzy stood there with tears still streaming down her face before she collapsed unable to hold onto Igrao’s unconscious form anymore.

“Who the hell are you?!” Natsu yelled preparing to fight, “and how did you get here?!”

“Please,” Shuzy said looking at all of them, “help.”

“Stand down,” a gravelly voice said to everyone that had prepared to fight. They looked at the main doors and saw Makarov standing their with light shining in behind him. He had clearly just come in from talking with Soron. He then walked over to Shuzy and her brother and knelt by them.

“What happened?” Makarov asked kindly. Shuzy looked at him, and saw nothing but kindness in his eyes. So, against her better judgement, she told him everything that happened up to this point. The guild was silent as she did so, and that allowed everyone to hear her.

Makarov then looked at Igrao before he gently picked him up showing surprising strength. Shuzy also stood, but when she made to follow Makarov who began heading to the exit she was stopped by Elfman.

“He’ll be alright,” a tall white haired man with a lot of muscles and a scar next to his right eye, “She’s taking him to a very good healer we know.”

Shuzy didn’t say anything as she watched Makarov leave, but took his word for it.

“So,” Elfman said looking at her, “what’s your name?”

“Shuzy Eedfu,” Shuzy said looking at the man.

“Well,” said Macao as he walked up, “Welcome to the Fairy Tail guild hall.”

**A few days later, with Soron…**

Soron was now in a forest a fair amount of miles from Magnolia. He hadn’t moved from the forest in a while as he decided to set up camp to help him think of his new life. However, while he was immersed in his thoughts a big derpy looking ape with a bit of a long face that had green fur everywhere except its hands, face, feet, chest, and abs thumped clumsily towards him. The ape creature scratched its head at soron who was staring at a carefully made fire. The ape leaned towards him, and sniffed long an hard before cringing back in revulsion.

“No like man!” the ape creature said angrily as it reached for Soron.

Suddenly, a golden flash of light enveloped Soron and in his place was a bipedal tailless tiger with a claw coming out of each hand. There was also the golden symbol of the Megatrix on his chest. The ape cocked its head in confusion and scratched its crotch absentmindedly.

 **“RATH!”** the tiger yelled before staring angrily at the ape creature.

“LET ME TELL YOU SOMETHING GREEN APE CREATURE!!!!” Rath yelled with a finger pointed at the Vulcan, “I’M GONNA SNAP YOUR LEGS AND TIE THEM TOGETHER LIKE A BALL OF STRING AND THEN SHOVE THEM UP YOUR NOSE FOR TRYING TO GRAB ME!”

“Uh…” the Vulcan said dumbly, “putty tat.”

Rath blinked twice at the fact that the Vulcan could talk, albeit dumbly, before shaking his head and leaping at the creature. He rammed into the Vulcan knocking them both to the ground. However, Rath quickly stood up and jumped towards the Vulcan’s face. He immediately began punching with both fists over and over again.

“Me no like putty tat!” the Vulcan yelled as it grabbed Rath and threw him through the air.

“LET ME TELL YOU SOMETHING INERTIA!” Rath yelled angrily, “RATH DOESN’T LIKE YOU RIGHT NOW!!!”

His flight through the air ended as he landed in a random village. This village wasn’t found on any map, because it was so unimportant to the kingdom of Fiore the mapmakers bypassed the city as if it was plagued. They rarely had visitors, and never saw any creatures other than human beings before.

When Rath got up to his feet he stared around and saw that he was on the floor of some church. Around him were broken planks of wood, and then when he looked up he saw the hole he came through.

“D-d-d-demon,” panicked several of the church-goers.

“Seize that pussy!” yelled one of the closer church-goers.

“PUSSY?!?!?!?!” Rathe exclaimed angrily, “I’M NO PUSSY! I’M RATH! NOW GET IT RIGHT!”

However, the people weren’t listening as they rushed at him. With a growl, Rath began tossing people all over the place. Some went flying into pews, some wend cartwheeling through the air, and others just knocked into each other.

“Stop!” yelled a new voice attracting everyone’s attention… with a look of fear. Rath wasn’t afraid at all. Rath had one of the church-goers in a headlock with his knuckle prepared to noogie the guy.

Rath raised his eye at what he saw. There was a guy wearing some sort of horned helmet on his head that was strapped under his chin. He was fairly thin looking, had long white hair, and wore glasses. He had a grey shirt on, and his pants were a darker shade of grey as well.

“I need that specimen for my experiments,” the man commanded, “Bring it to my castle.”

“LET ME TELL YOU SOMETHING HORNHEAD!” Rath yelled as he raised the guy in the air.

“RATH WILL NOT TAKE PART IN ANY EXPERIMENTS!” Rath yelled as he threw the unfortunate man at the guy with the helmet. Suddenly, energy blasted from the horns straight at the man and a pigeon that flew too close. Suddenly, in a flare of bright white light they were gone. In there place was a creature that was part man, part pigeon. It had two white feathered wings coming from its back, bird like legs that happened to have knees as well, a human head with feathers for hair and a beak for a mouth, no nose, and eyes that were slightly bird-like while retaining the human design. Each of its hands had three taloned fingers, and feathered arms.

“Bring me that creature,” the man demanded. With a squawk, the bird-man flew at Rath at impossible speeds. Suddenly, Rath was grabbed and taken to the man. Rath struggled in bird-man’s impossible grip as he glared at the man.

“Such an interesting creature,” the man said as if talking about a new breed of animal, “It appears to be feline, and yet there is no tail, it can talk… rather loudly, and only has a claw coming out of the back of each hand?”

Rath tried to grab the man, but bird-man quickly pecked at him knocking the Appoplexian out.

“Good job,” the man smiled, “take it to my castle.”

**Back at the Fairy Tail guild hall…**

Shuzy and Igrao had just finished telling the guild of their recent history gaining some looks of sympathy from the women and wide eyes from some of the men. Elfmen was going on about how “a real man should not have to be saved by a woman” which gained some narrowed eyes from some of the women. They did think that he was meaning that women were the ones destined to be damsels-in-distress even though he didn’t mean it that way. Makarov was once again the only one quiet as he sat with his eyes closed.

“Two more people from an alternate reality?” Levi asked with a bored tone, “Does this mean we’ll just keep getting more and more strangers from alternate realities arriving at our guild hall?”

“I doubt that Levi,” Lucy said honestly, “however, I am shocked that two more appeared not long after Soron went off on his own.”

“Hey!” Natsu yelled as he walked up to Shuzy with his fist engulfed in flames, “Why don’t we fight to see who’s the strongest dragon slayer?!”

“You just got your ass handed to you once this week, Natsu,” Mirajane sighed, “Are you sure, you really want to fight again?”

“Course I do!” Natsu said eagerly, “besides, I’ve got a fire in my belly and its eager to get out.”

“No fighting non-guild members, Natsu,” Makarov said calmly drinking a mug of beer, “try it again, and I’ll have you cleaning the floor with your tongue.”

Several of the guild members shuddered at how disgusting that was, and since it was Makarov who said it they knew he’d do it. Natsu, of course, was undeterred.

“Come on lady!” Natsu said with a grin towards Shuzy, “What do you say?”

“I’d say that you need to go to the doctor,” Shuzy said before turning towards a different guild member.

“What do you-” Natsu began before several members of the guild laughed at him.

“Looks like you peed your pants Natsu!!” laughed Grey who was wearing a white button down long sleeve shirt, black pants, and shoes again.

Natsu looked down and sure enough, his crotch was darkened cause of the water dripping down.

 _Yep. Shuzy’ll definitely fit around here,_ Lucy thought as she watched the scene with a smile.

The only one not having a laugh was Erza, who allowed a small smile, as she was deciding on what job to take. Eventually, she decided to forgo the jobs listed on the main floor. With that, she walked up to the second floor and through the doorway up there to where the S-class jobs should be listed. A few minutes later, she came walking down the stairs once again but this time with an s-class job request in her hand. It was a request for someone to take down a crazy wizard that specializes in combining all forms of life into new abominations that he can control. Apparently, he was coming up with more and more ideas for what to combine. He also took control of a town that nobody cared enough about to place on a map. Normally, she’d go on her own but for this one… she’d rather not risk it. She looked around the room searching for who could join her on this one before she centered her eyes on Natsu and Grey… who had somehow gotten undressed again.

“Natsu,” Erza said walking towards them, “You’re coming with me.”

“Yes ma’am!” Natsu said fearfully.

“What job is that Erza?” Mirajane asked curiously seeing the parchment in Erza’s left hand.

“Taking down some crazy wizard using humans and animals to create abominations,” Erza replied.

“Be careful,” Mirajane said with concern, “some of the wizards that tried to do that one mysteriously disappeared… or so has been rumored.”

“Understood,” Erza nodded before looking at Grey.

“What?” Grey asked as terrified as Natsu.

“You’re also coming with me,” Erza said before she grabbed Natsu who was trying to sneak away, “and put your clothes back on.”

That caused Grey to look down panicked realizing he had stripped once again without his knowledge.

**Back with Soron…**

Soron was now in a small cage asleep and back to his original form. Unknown to him, he had reverted back to normal in mid-flight to the castle. However, now he was waking up and when he did he jerked up banging his head on a cage.

“Ow,” soron grunted as he massaged the spot he banged. Once his head’s pain had gone down he looked around. He saw that the cage he was in a dark room hanging on the ceiling thanks to a chain at the top of the cage which led up. All around him were other cages full of abominations, normal humans, and normal animals. Each and every one of the humans had their clothes stripped from their bodies too. That included Soron, even though he didn’t realize it. He tried to touch a bar, but was zapped before he could.

“Son of a bitch!” Soron yelped touching his neck.

When he did, he found a collar there. It felt like a normal collar, but then he realized that he was in a world that had a lot of magic and odd looking apes. He grimaced as he realized that there was no way he could get rid of the collar… except by using his martian form. He looked down at his wrist, and saw that it was bare. He widened his eyes in panic, because his Megatrix had been stolen!

He then also noticed that he was as nude, other than the collar, as the day he was born. He was shaken out of his musings when a door below opened allowing light to be spread into the room. He watched as a figure walked in. He couldn’t make the figure out, but it definitely didn’t look like the horned guy. Especially, since the horns weren’t part of the shadowy figure.

“Ah,” the figure said revealing itself to be the crazy horned guy, “you’re awake. Now that you are, we can have a nice chat about your fancy wrist item.”

“Sure,” Soron said angrily, “and then I’ll kick your ass into next week.”

“I don’t think so,” the wizard sneered, “in fact, I believe I’ll turn you and a random dog I found into the same being. That way, you’ll be very loyal to me and follow my every word. You’ll become the first of many warrior slaves I’ll use to take over all of Earth Land.”

Before Soron could respond, his collar zapped him again rendering him unconscious. When he woke up, he found that he was in a laboratory of sorts strapped to a table. Next to him was a dog inside of a cage looking terrified and in pain. In front of him was a giant device. However, what terrified him was the fact that his precious Megatrix’s emblem was placed as the lense of the device. Fortunately, it was inactive and the crazy wizard was nowhere to be found. He tried pulling on the bindings but they were strong enough that not even Ultimate humungousaur could break free. Realizing that there was no way he could escape, he relaxed and began losing hope of ever staying himself and being free. However, that’s when HE showed up.

“Not much of a superhero just giving up like that, are you?” asked a familiar voice attracting Soron’s attention. He widened his eyes when he saw a white “10” on a green leather jacket.

**With Erza, Natsu, and Grey…**

The trio were on a car that uses magical energy to operate, and they were on the road that lead to the unnamed village. Of course, they didn’t know about it till Makarov told them of it. As usual, Natsu was leaning out the window with a green expression and his eyes swirling due to his motion sickness. Erza on the other hand was sitting in the front seat operating it while Grey was in the passenger area with Natsu to keep him from falling out of the car either accidentally or on purpose. They had made it halfway to the village, but as the ground on either side of the road looked exactly alike it didn’t look like they got far at all.

“Erza,” Grey asked from his part of the car, “how much further do you think the village is?”

“I don’t know,” Erza replied honestly, “but I hope it’s only a few miles from here at the least.”

“At the most?” Grey asked.

“Ten,” Erza replied with an exhausted tone. She was getting exhausted, because the car drains a wizard’s magical energy.

“Erza,” Grey said sounding concerned, “If you want me to, I’ll take over. It sounds like you’re reaching your limit of how long one can endure operating these cars.”

“I’m alright Grey,” Erza assured him, “but thanks for your concern and offer.”

Grey just stayed silent knowing that when Erza says something she sticks with it no matter what.

**Back at the castle…**

Soron dropped his jaw as he looked at Benjamin “Ben” Tennyson. He blinked several times thinking he was just seeing things. However, the famous Ben 10 stood there still.

“How… where…” Soron stuttered confused.

“I’m not actually here,” Ben said as he walked up to him, “In fact, I’m not actually Ben.”

“Huh?” Soron said even more confused.

“Let me clarify,” Ben sighed, “I’m the symbol of your heroic side… albeit its not that strong.

“Especially, since you prefer doing things for money,” Ben added with a frown.

“Are you saying that you’re my subconscious?” Soron asked narrowing his eyes.

 _“Close enough,”_ mind-Ben replied.

“Well,” Soron said, “why and how are you appearing?”

 _“You’ve given up,”_ mind-Ben replied, _“and superheroes don’t give up… EVER.”_

“These bindings are too damn strong!!” Soron countered, “Also, the prick took my Megatrix!!!”

 _“So,”_ mind-Ben said bluntly, _“Summon it to you.”_

Soron snorted at that, because such a thing is impossible. However, mind-Ben looked at Soron with a serious expression.

 _“If you don’t believe me,”_ mind-Ben said narrowing his eyes, _“Then do it anyway. Prove me wrong. You’ve been trying to do that to Ben Tennyson all your life, and you’re still doing it even after he’s dead.”_

At that, mind-Ben vanished as Soron blinked at the sound of a door slamming. He looked for the source of the noise, and saw that crazy wizard guy walking down with a guy being dragged by a chain connected to a collar on his neck. Soron quickly looked away upon realizing that the guy was as naked as he was. His face looked just like Sam Witwer from Smallville season 8.

“Now then,” the crazy wizard said, “tell me what I want to know, or I’ll slowly devolve this man to nothing more than an atom. How does your wrist device transform you into that loudmouth of a feline?!”

“Don’t tell him-” began the man before the crazy wizard zapped him with what looked like a magical taser. The crazy wizard kept zapping him causing him pain, and Soron did his best not to care. However, his recent vision of Ben brought back feelings of the time he acted like he didn’t care and people he did care about were killed because of it.

“Stop!” Soron yelled, “I’ll tell you! Just spare his life!”

The crazy wizard sneered victoriously, while the unfortunate man stared at Soron in both relief and disappointment.

“Good,” the crazy wizard said walking forward dragging the man along.

“It’d be much easier to show you.” Soron said thinking quickly

“You think me stupid?!?!?!” the crazy wizard exclaimed angrily.

The wizard then began zapping both of them at the same time causing them immense pain starting from their genitals to the rest of their bodies.

**Just outside the village…**

Erza panted from exhaustion due to operating the car the entire way, but she had enough magical energy left that she wouldn’t be completely useless. Natsu was spouting out a torrent of flame from his mouth in excitement over no longer being in a vehicle. Grey on the other hand was back in only his boxers.

“Settle down Natsu,” Grey said rolling his eyes at the hothead, “unless you want the guild in trouble for accidentally burning down a village again.”

“What did you say stripper?!” Natsu yelled glaring at Grey.

“You heard me flame-brain!” Grey shouted as they both leaned at each other with their icy and fiery auras clashing.

“Stop fighting you too,” Erza said getting them to stop immediately.

They quickly wrapped their arms around each other friendly and fist-bumped with a terrified forced grin on their face.

“Aye,” they said in unison.

“Good,” Erza said turning around, “and Grey… put your clothes on.”

Grey looked down and panicked once again upon realizing that he was just in his boxers. Before anything more could be said, they heard a couple of screams coming from a castle a ways past the village.

“Guess that’s where the wizard lives,” Erza said grimly at the sounds.

“Then why don’t we go storming in?!” Natsu said eagerly with a fist engulfed in flames. Grey on the other hand finished getting back in his clothes.

“We need to get information first,” Erza said looking at them.

“I hate to say it,” Grey said nervously towards Erza, “but the fire-muncher’s idea may be the only option. Especially, since he’s in control of the village.”

Erza stayed silent for a few seconds before she realized that Grey was right.

“Alright,” Erza said, “You two go assault the castle. I’ll gain as much info as possible before joining in.”

Natsu immediately ran as fast as he could towards the castle, and in the process he left a dust trail in his wake. Grey hurried as fast as he could, but he didn’t have Natsu’s natural physical strength so he had to run like a normal human. That left Erza to deal with gaining info. She walked in with purpose and then went straight towards the nearest villager she could find. It happened to be the wife of the man that became part pigeon and part man that day.

“Excuse me,” Erza said gaining the attention of the woman, “I need to know everything you know about the crazy wizard that lives in that castle over there.”

**At the castle…**

Soron and his torture buddy screamed until the crazy wizard let up on the screaming. However, as soon as he had done that the castle shook causing the crazy wizard to drop the taser and the chain he was using as a leash to drag the man around with. The crazy scientist grew furious as he stormed out of the laboratory leaving them locked inside in order to see what caused that tremble. They didn’t do a thing as they recovered from the electrocution. However, as soon as they did the guy got to his feet and stumbled over towards Soron. Apparently, soron was a bit of a masochist as his dick was fully erected. That was unfortunate as the stranger stepped on the chain connected to his collar and tripped. He couldn’t stop himself from falling and landed on Soron’s crotch. Specifically, his face landed there… with his mouth open due to the surprise of tripping. Now his mouth was around Soron’s hard-on. Normally, soron would push the guy off of him because he wasn’t gay. However, he was bound so he had to wait till the guy removed himself from his hard-on. Fortunately, the guy quickly got off of soron. In the process, Soron’s dick was no longer inside of a man’s mouth.

“Sorry about that,” the man said genuinely apologetic and a bit disgusted.

“Wasn’t your fault,” Soron assured him, “but please do your best to NOT do that again.”

“Agreed,” the man said as he began releasing Soron from the restraints. As soon as Soron was free, he began massaging his aching body and stretching feeling back into them. He then hurried over to the device and removed the Megatrix lense from it before grabbing the rest of the Megatrix which was conveniently on a small table that looks like what a dentist would use. As soon as the device was back in one piece, he placed it on his left wrist.

“What is that device?” the man asked confused.

“Just watch,” Soron smirked. He then activated it, slapped on the dial. In a flash of golden light, Soron was gone. In his place stood… a small blue monkey with four eyes, four arms, two legs.

“Spider-monkey?” Soron asked to himself before he made monkey sounds. He then facepalmed before running on all six towards the door and then leaping at it. He struck it with his feet, but after he backflipped off of the door to the floor again he saw nothing had happened.

“Oh great,” spider-monkey said, “looks like the door is too tough for this chimp.”

He then slapped the Megatrix, and in another golden flash the arachnichimp was gone. In its place was a red four armed guy with four gold eyes wearing the same outfit as Ben 10: ultimate Alien’s four arms. The symbol was still the golden Megatrix emblem though.

 **“Four Arms!”** Four Arms yelled and when he looked at himself, he smirked.

“Now we’re talking,” Four Arms smirked as he walked over to the door and spartan kicked the door off its hinges. However, when he turned around he saw that the man who had freed him was staring open-jawed and wide-eyed.

“You just going to stand there,” Four Arms asked raising an eyebrow, “or are you going to help me take that crazy guy down?”

That shock the guy out of his… well… shock. The guy then hurried up to the Tetramand still in awe of his appearance.

“We don’t have all day,” Four Arms said as he ducked low and walked through the doorway with the guy right behind him, “We still have to free all of his human and animal captors. The abominations… can stay as they are till they get returned to normal.”

The guy nodded his head in agreement before he began heading towards the room of cages, but was stopped by one of the Tetramand’s arms. The guy turned to look at the alien.

“Never got your name,” the Tetramand said, “just who are you?”

“I am Isdarg Chabil,” the man said, “and you are?”

“This guy is Four Arms,” the Tetramand replied, “the blue monkey is Spider-monkey. However, my real name is Soron MacLeod.”

Isdarg and Soron then hurried their way to the room of cages in order to set free the men and women imprisoned by that crazy wizard.

**A minute ago, with Natsu…**

As soon as Natsu reached the castle he engulfed both of his fists in flame and bashed through the door causing an explosion. He looked around and wasn’t very impressed with the interior. The entrance lobby was… bare to say the least. However, that quickly ended when a man wearing a strange looking horned helmet walked into the room.

“A kid?!” exclaimed the crazy scientist, “A kid destroyed my front doors?!”

“Not just any kid!” Natsu boasted, “I’m Natsu Dragneel son of Igneel, and I’m a member of Fairy Tail!”

“Fairy Tail…” the man said paling a bit recalling stories of their feets. However, he quickly perished the thought because Natsu was a kid. After all, a kid couldn’t do anything to disrupt his plans.

“Congratulations fly,” the crazy guy sneered, “you’ve been upgraded from experiment…”

“to food.” the psycho finished as one of his abominations appeared behind Natsu. The abomination looked like a cross between a lion and a dragon. Natsu looked around and paled at what he saw. He then became enraged once he noticed the dragon aspects of the creature.

“You bastard!!!” Natsu yelled as flames emitted from his person getting bigger the angrier he got, “You combined a baby dragon and some feline together!!! I will not let you get away with this unpunished.”

“Eat him!” the psycho yelled to the abomination, “Eat him my pet!!!!”

The lion-dragon opened its furry scaled jaws and tried to bite on Natsu. However, Natsu wasn’t there anymore. In fact, he was running straight at the crazy wizard with his right fist engulfed in flames

 **“Fire Dragon Iron Fist!!!”** Natsu yelled as he leaped at the crazy wizard intent on beating him to near death.

However, the crazy wizard quickly dove out of the wave causing Natsu miss and instead destroy a portion of the wall where the psycho stood. The psycho widened his eyes when he saw how big of a whole was there.

 **“Ice Make: Spikes!”** said Grey as he arrived at the castle seeing the dragon/lion hybrid.

The hybrid roared at Grey, but just as it did so some icicles impaled it killing it stone dead. Of course, the sound it made caught the attention of the crazy wizard and Natsu who was still intent of beating up the psycho.

“No!” the crazy wizard cried out, “Not my latest pure animal creation!!!!!”

“Why’d you kill it Grey?!” Natsu also cried out.

“Whatever it was,” Grey replied coolly, “I showed it mercy. Now, who’s this tool?”

“He’s the one we’re here to defeat,” Natsu said even angrier that any chance to save the dragon is lost, “and I’m going to turn him into smoked fish!!!”

“Natsu…” Grey sighed, “you do know that you smoke fish with smoke and not fire, right?”

“Shut up Grey!” Natsu yelled as he jumped into the air.

 **“Fire Dragon Wing Attack!”** Natsu yelled as he spun his arms around causing the guy to leap out of the way again. However, this time the guy got the soles of his boots melted.

 **“Ice Make: Arrow!”** Grey yelled forming a crossbow before firing it at the man who repeatedly dodged.

Grey and Natsu chased the psycho throughout the castle until they eventually caught up with him cornering him in the process.

“Alright,” the psycho sighed holding his arms up, “I surrender.”

“That was easy,” Grey said smirking as he believed they had won.

However, the psycho quickly smirked as he blasted both of them with energy emitting from between his helmet’s horns. When the blast had finally ended, Natsu and Grey had melted into one being. Unfortunately, that being was so disfigured that they toppled over onto the floor. It had four arms, four legs, one nose, three eyes, one ear, and had no clothes on. The psycho then stepped over them as he made his way towards the laboratory. However, when he got there he widened his eyes. His test subjects had escaped. He clenched his fists in anger before he turned around and headed back out the door which he now realized had been kicked off its hinges… somehow.

**Meanwhile, with Soron and Isdarg…**

As soon as they arrived at the room of cages, they widened their eyes. The cages were open and the remaining humans were currently either being raped or feasted upon by the abominations. The same could be said for the normal animals as well.

“We have to help them,” Four Arms said with his eyes transfixed on a woman getting raped by an abomination’s multiple octopus-like tentacles. They were pumping in and out of all her holes as well as squeezing her breasts. He never really liked tentacle hentai, but he did find a certain appeal in seeing a lady getting fucking in all her holes at once. He quickly tore his gaze from the sight as Isdarg ran over to a set of chains to unhook them from the wall. Four Arms was confused for a second till he saw the cages falling down to the ground one by one. He knew he wouldn’t be able to catch them all as Four Arms so he made a quick decision. He slapped the Megatrix symbol located on his chest, and once again a golden flash of light enveloped him. Once it ebbed, he was in the form of a giant crab with a frowning mouth, green eyes, two thin arms with pincers, six legs on a small torso, and had a black belt with the golden Megatrix symbol on it. Oh, and his head was big.

 **“Brainstorm!!!”** the crab yelled before he walked forward a bit and opened the two flaps on his head revealing the brain so he could use his electrokinesis to slow the cages descent. He had to use all his focus to ensure that the occupants didn’t get electrocuted to a crisp in the process. Once everyone was down safely, Brainstorm quickly zapped at the abominations rendering them unconscious. The humans looked at him terrified for a little bit till Isdarg assured him that the crab was on their side.

“Follow me,” Brainstorm said as he turned around and led them out of the cage room. The animals just rushed past them as is natural for a wild animal.

“Get back in your cages at once specimens!!!” yelled the familiar voice of the crazy wizard. They all turned towards the voice and saw that the crazy wizard was sitting on top of a giant horned toad that was combined with a scorpion.

“I really hate this guy,” Isdarg remarked with a glare aimed at the psycho.

“Isdarg, my good fellow,” Brainstorm said having already come up with the best course of action thanks to his immense intellect, “you lead the homosapiens to safety. I shall deal with this insufferable individual.”

“Good luck,” Isdarg said sincerely before he smiled as he added, “kick his crazy ass.”

Brainstorm nodded in the way only a Cerebrocrustacean could without looking away from the loony tune.

“I humbly request that you cease your villainous actions,” Brainstorm said absentmindedly snapping his pincers shut, “because if you do not, I’ll be forced to render you incapacitated.”

“Right,” the nutter sneered, “like a small pathetic creature like you could take me down.”

“You are correct,” Brainstorm allowed, “This Cerebrocrustacean is no match for a villain of your caliber. However, there is another that can.”

Before the crazy wizard could do anything, Brainstorm slapped the megatrix symbol and once again a golden light enveloped him. Once it vanished, another figure stood in its place. This time it was a smaller figure clothed in a blue cloak. It had blue hair, pale skin, wore a blue tight fitting leotard, and had a belt comprised of red gems inside of golden circles with golden string holding them together. The front gem was replaced by the Megatrix symbol.

“Azreon,” the figure said quietly before looking up at the crazy wizard. The crazy wizard looked at what person in front of him before breaking out into a fit of laughter. Specifically, because a man had turned into a girl.

“Thanks for the laugh,” the crazy wizard said insanely, “but now you have to die.”

Azrion narrowed her eyes at the lunatic before floating up in the air with her cape helping her create a raven-esque shadow.

“Azarath Metrion Zinthos!” Azrion yelled causing her eyes to glow black as a black mystical circle appeared at her hands. Suddenly, she thrust out her right hand sending some sort of black energy at the toad rider. Fortunately for the psycho, the toad leapt out of the way evading the blast of energy. When the blast struck the floor, it exploded on impact creating a massive crater and a hole in the nearby wall.

“Good thing my toapion has wonderful instincts,” the psycho sneered, “and now you will not get another shot off. Get her!”

Suddenly, the toad/scorpion hybrid spat out its tongue intending to wrap around Azrion. However, Azrion flew out of the way as she flew towards her opponent. However, the scorpion tail stabbed at her forcing her to stop. What the wizard didn’t expect was Azrion’s actual plan. Suddenly, a black shadow towered over Azrion and the lunatic before enveloping them both.

**With Erza…**

Erza had just finished talking to the villagers and began heading towards the castle. However, to her surprise a giant raven shaped shadow appeared before spitting out the horned villain, a young girl, and a giant toad/scorpion hybrid. Before the horned villain could do anything, the girl grabbed his helmet and removed it from his head.

“You’re nothing without your toy,” Azrion said emotionlessly. Before she could do anything, the psycho tackled her to the floor as he tried to get his helmet back. However, just as he grabbed it a sword sliced through it startling him. He looked up in time to see a redhead in a breastplate, greaves, and a blue skirt glaring at him.

Suddenly, a bright flash flared and the toapion was back to being a normal small horned toad and normal scorpion. Logically, that meant that everyone that had been transformed had been returned to normal.

 _Looks like I wasn’t needed after all_ Erza thought disappointed that she wasn’t able to join the fight.

Suddenly, a beeping sound could be heard and it was emanating from the girl. The girl’s emotionless face actually became panicked when she heard the noise. She looked down at her Megatrix symbol was flashing silver. She tried to get away, but instantly tripped on her own feet. As soon as she hit the ground, a silver flash enveloped her and in her place was… a very naked man. Soron slowly got back up onto his feet and did his best to hide his nudity. However, his situation was only made worse when he saw Erza standing there. Not only had she seen him in a girl form, but she now sees him naked. This was the first time he wished he didn’t have a 14 inch penis because his hands were unable to cover it entirely.

**Later, outside of the village…**

Soron had finally got his clothes returned to him thanks to his new friend Isdarg, but today will be a day Erza will NEVER forget. Soron had to beg her to keep what she saw that day a secret. Erza had already intended to do her best to forget about his long member, but she knew he was talking about his female transformation. She agreed to keep it a secret, as long as he was willing to come join the guild. She knew she had a debt to pay him for saving her life causing himself to fall unconscious. However, she also knew that this might be the last time she ever saw him. Which would mean that she’d never be able to repay her debt. Subconsciously, she wanted to ensure that nobody ever got to see his dick but her.

“Oh, Heya Soron!” said the familiar loud voice of Natsu attracting Soron’s attention. Fortunately, the destruction of the psychotic wizard’s helmet had returned him and Grey back to their former selves. Irritatingly enough, their clothes had magically re-appeared on their persons.

“I didn’t expect to see you here!” Natsu said reaching Soron and Erza.

“Neither did I,” Soron grunted, “and I did NOT want to see you here at all.”

“Hey!” Natsu said offended. However, Erza mentally smirked at the fact that Soron was just as annoyed by Natsu as she and Grey were.

Eventually, Grey arrived with Isdarg alongside him. Grey didn’t have a very thrilled expression especially since he and Natsu were taken out by such a weak villain. Erza looked at Isdarg and took in his appearance. He wore a grey shirt under a white vest with a medic’s symbol on the back. He also had black pants and normal shoes on. He also had a bag of sorts at his left him hanging from a strap that was laying on his right shoulder.

“Who are you?” Erza asked.

“My name is Isdarg Chabil,” the man replied, “and I was hoping if I could tag along with you till the nearest city.”

“I’m sorry,” Erza said sincerely, “but the car we have only seats four.”

“It’s okay,” the man sighed, “I understand.”

He then turned towards Soron and held out his right hand which Soron grabbed with his own right hand.

“Safe journeys Isdarg,” Soron said smiling, “send me a postcard or something when you get to wherever you’re going.”

“Likewise my friend,” Isdarg smiled, “and do your best to remain free. I won’t be around to free you from restraints next time… probably.”

Soron then nodded once which Isdarg returned before beginning his long trek down the road.

**Notes for the Chapter:**

> Here it is. This chapter took me a while to finish. I had to wait every now and then once i got to a certain point to think what to add to the story. also, expect Isdarg to show up a few times this "season." the crazy wizard that was based off of Doctor Animo is going to be called Doctor Chimera at a certain point. Basically, he's this reality's version of Animo. the gay scene was for those that like guy on guy action. however, don't expect to see anything like that again. same goes for the tentacle hentai scene.


	5. The Phantom Lord

**Summary for the Chapter:**

> The war between Fairy Tail and Phantom Lord begins.

**Notes for the Chapter:**

> If it seams like Erza, Igrao, and shuzy were just dropped into this at random... well i originally wanted to do this episode w/o using Erza and I had completely forgotten about Igrao and Shuzy till i looked over episode 4 which i did a couple of edits for it to make more sense. I'll do a flashback chapter at some point. probably between this canon arc and the next canon arc. now, concerning Juvia. when i introduced her in this story, i'll admit that i didn't do her personality justice because i forgot how emotionless she was before meeting Grey. Anywho, her obsessing over Diamondhead... i only did that because as far as i know girls love diamonds. the getting screwed by a diamond dick... i'll admit that's out of character. however, the whole dialogue they're having full of accidental innuendos on diamondhead's part... makes the scene funny so i decided to keep it. in anycase, i have no idea how else it should go down.

Episode 5: The Phantom Lord

 

It has been a few days since Soron agreed to join Fairy Tail, and as he didn’t really want to stick around at the guild hall he agreed to go on a job with Natsu, Grey, Happy, and Lucy. It was definitely easier than when he had to deal with that insane guy back at that village. However, now that the job was over… he was honestly a bit bored. Not only by the fact the job was done, but Natsu was also talking. Like Erza, Soron finds Natsu extremely annoying. Natsu was wearing his usual get-up, Lucy was wearing a pink shirt along with a black skirt, Grey was also wearing his usual attire. Soron was also in his usual attire, but this time he had a white Fairy Tail emblem on the left shoulder of his jacket. Lucy’s “pet” which was a quivering snowman thing she calls Ploo or something like that was currently in her arms.

“Hahaha!” Natsu laughed happily, “Was that an awesome job or what!”

Natsu was currently walking with his arms crossed behind his head.

“Well, the client sure seemed to think so,” Happy replied from where he was flying nearby.

“Face it,” Grey said smugly, “you guys are just lucky that I decided to come along.”

Grey walked next to Natsu with his hands in his pockets.

“We’re lucky that you begged to come with us?” Natsu asked, “how do you figure?”

“Because you’re about as helpful as Soron’s four armed monkey takeover,” Grey replied.

“You better watch your mouth or I’ll cook you into ice cream!” Natsu said angrily as he and Grey bashed heads together.

“That doesn’t make any sense!” Grey said just as angrily.

Suddenly, Soron was in between them and pushing them apart as he was tired of their pointless clashing… that always occurs near as he can tell.

“That’s enough morons,” Soron said trying to hold in his irritation, “now get dressed Grey.”

At that Grey jumped in shock as he looked down at the fact that he was only in his boxer shorts and the bandages wrapping his chest and arm.

“Oh come on!” Grey exclaimed, “why does this keep happening?”

Soron was sincerely hoping someone would change the topic and he was grateful that someone did indeed change it. Said someone was Lucy Heartfilia.

“Hey,” Lucy said attracting their attention, “sorry to interrupt your conversation, but…”

“What’s up?” Natsu asked.

“When I took this job,” Lucy said as she held up the job request, “I was originally thinking it’d be more of a solo mission, ya know? So, why’d you all have to come along?”

“Ah come on,” Natsu asked, “isn’t it obvious?”

“No,” Lucy said, “I don’t think so.”

At that, Natsu gave one of his cocky grins and game her a thumbs up.

“We’re Fairy Tail’s strongest team,” Natsu said, “so we gotta stick together?”

“Aye sir!” Happy said popping up from behind Grey’s shoulder who was dressed once more.

“And don’t you forget it,” Grey put in.

“Then why isn’t Erza here?” Lucy asked raising an eyebrow.

“She said something about some sort of anarchist activity somewhere,” Natsu shrugged, “and that was yesterday. She took the two newcomers. Shuzy and Igrao with her.”

“What about you?” Lucy asked as she looked at Soron. Soron wasn’t a part of any team, because he still wanted to maintain his “lone wolf” personality as he wasn’t ready to be in a team again.

“I didn’t want to stay at the guild,” Soron shrugged, “too noisy there.”

 _Though it wasn’t much of a difference with Natsu here,_ Soron thought as he looked away to watch a bird fly by. A second later, they resumed their trek back to the guild.

“Well,” Lucy said smiling, “you’re welcome to join our team any time. Who knows, with you we might become the mega-team or something.”

“Maybe someday,” Soron said looking back at her, “but not today.”

“What could’ve happened to make you prefer to be a solo act?” Lucy asked noticing the look in his eyes.

For a split second, Soron flashed back to the war. He saw an orange laser and heard insane laughter. However, he quickly jerked himself back to the present. He had no desire to live through those days again. He wanted to forget all about them and move on, because he really had no choice in the matter. It wasn’t as if he could return home even if he knew how to do so. When Soron didn’t reply, Lucy frowned concerned. However, she knew that there was no way to force him to talk… and he kinda scares her if she’s honest. He reminds her a little bit of Erza personality-wise, and he managed to render Natsu unconscious without needing to use his powers just like Erza can. Suddenly, she heard some whispering and looked up to see civilians whispering to each other and looking at them in… sympathy? She couldn’t be sure if it was sympathy though. It looked a little bit like fear as well.

“I have a bad feeling about this,” Soron said.

“Why?” Natsu asked oblivious.

“Look at the way they’re staring at us,” Soron replied, “something is very wrong.”

They then noticed something really bad in the corner of their eyes and turned to look causing them to widen their eyes as they stopped suddenly.

“What?” Natsu asked confused, “why does the guild look so bizarre?”

The next second later, a golden flash blinded everyone in the street including them. They looked to see what caused it and saw a humanoid blue cat with a mask-like face and the golden Megatrix symbol on the chest. Without a word, Fasttrack blurred off towards the guild hall leaving them behind.

**A few minutes later…**

Soron was back to his normal appearance and standing with his fists clenched in anger as he stared at the wreckage that was once the guild. While he didn’t care about the guild as much as Natsu and the others, he did care a bit about the members. Especially, because they welcomed him with open arms and treated him like one of their own from the first day they met. The more he looked at it, the angrier he got. He didn’t even notice as Natsu, Grey, and Lucy arrived behind him.

“Our guild,” Natsu said angrily, “someone did this to our guild!”

“Who would have the nerve to do this to Fairy Tail?” Lucy asked a little bit scared at the possibility of a guild being crazy enough to declare war on the strongest guild ever.

“It was phantom,” said a feminine voice from behind them. The voice sounded a bit shaky as well. They all turned to see Mirajane standing there.

“Are you serious?” Grey asked calmly. Natsu on the other hand was barely containing his rage as he looked over his shoulder at Mirajane.

“You mean Phantom did this?!” Natsu growled.

“We couldn’t do anything to stop them,” Mirajane sobbed with tears streaming down her face, “They got us good.”

 _Whoever these phantom people are…_ Soron thought darkly to himself, _I’m going to kill them all for what they’ve done._

**Inside the wreckage…**

Mirajane was leading Natsu, Happy, Lucy, Grey, and Soron down the stairs into the basement where the guild members were currently nursing their broken spirits. It is mostly a storage area, but right now storage doesn’t matter. Mirajane led them all through the basement towards Makarov… who was drunk off his balls and wearing his usual get-up.

“Yo!” Makarov said drunkenly as he held up a hand, “what’s up… and who cast the replication spell?”

“Nobody cast the replication spell,” Mirajane sighed, “you’re just drunk.”

“That would explain it,” Makarov said a little bit soberly.

“Why the heck are you all just sitting around down here?!” Natsu yelled angrily.

“How’d it go Lucy?” Makarov asked ignoring Natsu, “You finish the job like a good girl?”

“Yeah,” Lucy said, “I guess so.”

“Master,” Grey said, “do you understand what the situation means?”

“The guild hall is completely destroyed!” Natsu said.

“There’s no need to get yourselves worked up,” Makarov said, “It’s not like it’s the end of the world or anything.”

Makarov then decided to take another gulp of his beer.

“What?” Grey asked.

“Hmph,” Makarov explained, “just goes to show how cowardly those dunderheads at the Phantom Lord guild really are. They struck when no one was here, is that anything worth bragging about.”

“Well,” Lucy said trying to lighten the mood, “that’s a relief.”

“It’s just the start,” Soron said darkly all of a sudden.

“What are you talking about?” Mirajane asked.

“First, the empty base gets attacked,” Soron said, “next the members will be left either beat up to unconsciousness or dead in front of the building to leave a message.”

“That’s a little specific,” Lucy said nervously.

“Oh,” Makarov said dismissing the notion, “We shouldn’t trouble ourselves with what might or might not happen. Instead we should focus on the present. Besides, they don’t have the courage to face us head on. Forget about them.”

Suddenly, Natsu smashed his right fist into a crate making a whole and sending debris flying.

“Ain’t gonna happen gramps!” Natsu shouted angrily, “we can’t let them trash our place and get away with it!”

“We’re not talking about this any longer,” Makarov stated with finality, “We’ll handle job requests down here until the upstairs is repaired.”

“We shouldn’t be worrying about jobs-” began Natsu.

“Natsu!” Makarov shouted, “That’s enough out of you!”

Suddenly, he stretched his right arm and slapped Lucy’s left ass cheek much to her displeasure. Mirajane was also displeased.

“And you spanked me because…” Lucy said trailing off.

“Hands to yourself master,” Mirajane said with a displeased expression. At that, Makarov return his arm back to normal before laughing sheepishly for a few seconds. He then jumped down off the table and ran off.

“Where you going old man?” Natsu called.

“Oh, keep your dress on,” Makarov called back, “I gotta take a leak.”

Natsu’s anger finally ebbed enough for him to just stare down at the floor with a calm expression.

“I don’t understand why he’s being like this,” Natsu said.

“I do,” Soron said, “at least a little bit. He’s just as pissed about this as you, but I’m guessing there’s some law preventing guilds from fighting each other?”

“That’s correct,” Mirajane nodded.

“It’s not fair!” Natsu shouted, “those phantom creeps started it!”

“I know,” Mirajane sympathized, “but that doesn’t matter.”

“Hell with this,” Soron said as he turned around, “I’m not going to just stick my head in the sand and pretend like this didn’t happen.”

“You’re a member of the guild now though,” Mirajane said trying to stop him, “you have to follow the rules.”

At that, Soron ripped his fairy tail emblem off his jacket and threw it down behind him.

“Should we try and stop him?” Lucy asked.

“You can’t stop him,” Elfman said suddenly from behind Lucy startling her, “He’s a real man. In order to protect the guild, he decided to leave it.”

“That’s not it,” said Makarov from on top Elfman’s head startling all of them even Elfman, “at least not entirely. If you looked into his eyes… you would’ve seen fear. He’s seen this happen before, and while he won’t admit it… he’s afraid of losing more people he cares about.”

**Later, at night…**

Lucy was now walking home with her snowman creature next to her. Lucy was also dragging a suitcase behind her as she led them home. She was on a street that sat next to a canal that ran through the city. Lucy was currently thinking of the damage done by those phantom lord ass hats and what Soron was going to do.

“Well,” Lucy sighed, “this is a pretty big mess we’re in now. Isn’t it Ploo?”

“Huh?” Ploo replied in the only language he knew.

“Watch out blondie!” called a man as he waved on a boat going the opposite way down the canal, “you’re about a step away from swimming!”

“I had no idea that Phantom Lord and Fairy Tail had such rivalry between them,” Lucy said not even hearing the guy.

“Honestly,” Lucy continued while Ploo made random noises and waved his arms about, “I thought about joining them before I met Natsu. They have a reputation that’s just as crazy as Fairy Tail’s.”

She then paused for a second as she thought about her past experiences.

“But I love our guild,” Lucy continued as they got close to her place, “and I don’t regret my decision at all.”

“Fairy Tail’s kinda like my family,” Lucy finished as she opened her door.

As soon as she opened the door, her eyes bulged. Sitting at her dinner table eating a large fresh fish was Happy, Grey, and Natsu. The latter two had cooked theirs though. Happy was on the top of the table while Natsu and Grey were on opposite ends of the table. The only person missing was Erza, but that’s because she was busy on her own mission. Grey wore a white button down shirt and black pants while Natsu wore his usual attire.

“Nice place you have here,” Grey said.

“YOU CAME IN WITHOUT ASKING FIRST!” Lucy screamed as she threw her suitcase at Natsu making Grey snicker, “WHY ARE YOU HERE?!”

**Meanwhile, with Soron…**

Soron had just reached the perimeter of Magnolia when he heard the familiar jingle of Makarov’s hat. He looked to his right where he saw Makarov sitting on a crate next to a building.

“Shouldn’t you be dreaming about naked women about now, ya perv?” Soron asked a bit ruder than intended.

“I have plenty time for that,” Makarov said, “right now I came to see if I could talk you out of your stupid course of action.”

Soron just stood there silent as he didn’t really have a reply for that, and Makarov seemed to think the same so he immediately began speaking again.

“I know you’re enraged at the Phantom Lord guild,” Makarov said, “but I also know you’re afraid.”

“I’m not afraid of them,” Soron said.

“Not of them,” Makarov agreed, “but for the guild. You fear that if you don’t act now, the guild members will get hurt. You may act like you don’t care about anyone, but you do care about them. You want to protect them as much as I.”

“Then why don’t you take the fight to them?” Soron asked grumpily.

“There are rules in place,” Makarov said, “and I know you understand that. Mirajane told me you did.”

“I didn’t mean the guild,” Soron said, “I mean you personally.”

“I’m just too old to take on an entire guild myself,” Makarov said, “and the master of that guild is at least my equal in power. Like me, he’s a member of the 10 Wizard Saints. If I defeated his guild members, I wouldn’t have the energy to spare to fight him.”

“Then it’s a good thing I’m going,” Soron said, “I defeated the strongest opponent my world has ever seen, and I did so on my own without help.”

“Maybe,” Makarov said, “but the threats of this world are far more dangerous than the ones of yours, aren’t they?”

Soron just stood there clenching his fists as he knew Makarov was right. He wouldn’t stand a chance on his own.

“Trust in me,” Makarov said, “and I promise you that should they attack any members of Fairy Tail… we will go to war against them.”

Instead of answering, Soron looked up and stared at the moon for a few seconds. He then looked down at Makarov and nodded once. At that, Makarov placed the emblem back on his jacket’s shoulder where it was previously before leading them back to the guild.

“Found a place to stay yet?” Makarov asked.

“Not really,” Soron said.

“Then you can stay at the guild till you situate yourself,” Makarov said, “you can play guard duty alongside me, Mirajane, and Elfman.”

“Sounds fun,” Soron said sarcastically, “I can’t wait.”

Suddenly, Soron felt like something was off. He stopped walking looked around narrowing his eyes.

“Something wrong?” Makarov asked.

“You head back to the guild,” Soron said, “I’ll catch up with you.”

“Hmm,” Makarov said when he heard the uncertainty in Soron’s voice.

“Okay then,” Makarov said, “but be careful.”

Soron immediately ran to the nearest building and climbed it to get himself onto the roof. Now that he was at a higher vantage point he looked around, but didn’t see anything. However, he did feel something. It felt like it was… right behind him.

He leaped to the left in order to dodge the attack. As soon as he rolled to his feet, he spun around and saw a woman with long blue hair that curled at the ends wearing a blue outfit. The outfit looked a little bit like it was Russian. It also had a yellow flower which clashed with the rest of the appearance.

“What are you supposed to be?” Soron asked with a raised eyebrow, “a Russian noble?”

“Drip drip drop. I don’t know what a Russian is,” the woman said, “nor am I noble.”

“You took that a bit literal,” Soron said raising his eyebrow higher, “just who the hell are you?”

“Juvia is known by some as the rain woman,” the woman replied, “and Juvia shall show you why. Drip drip drop.”

“You do know that talking about yourself in 3rd person-” Soron began before he had to dodge as water whipped at him. He followed the water whip back to Juvia and saw that she was made of water.

“So,” soron said as he hovered his hand over his megatrix, “you don’t want to chat? You know, like normal people?”

Juvia’s response was to fire arrows made out of water at him. He had to spin to the side in order to avoid them.

“Guess not,” Soron sighed as he turned the dial on his megatrix, “since you’re made of water…”

“It looks like I have to bring the heat!” Soron finished as he slapped his hand on the dial. A blinding golden flash emitted forcing Juvia to cover her eyes, and when it ebbed in Soron’s place was a creature that looked like it was made out of diamonds.

“Diamondhead?!” Soron exclaimed, “I was going for Heatblast you stupid watch!”

“You are made out of Diamonds…” Juvia said as hearts appeared in her eyes, “Juvia loves diamonds!”

“Uh oh…” Diamondhead said as water had suddenly surrounded him in order to pin his arms to his sides.

“Juvia is in love!” Juvia cried out as she leapt at him, “Juvia wants you inside her!”

“Lady!” Diamondhead said as he jumped out of the way, “I do not want to be inside you!”

“Then Juvia will turn you into a necklace if you don’t want to make Juvia sexually pleased,” juvia said as she formed a pickax made of water.

“I didn’t mean it like that lady!” Diamondhead exclaimed as he wrenched his arms free from the liquid bindings, “I mean that I don’t want you to stuff me inside you… that sounded better in my head.”

“Oh…” Juvia said calming down, “Juvia doesn’t want to absorb you. Juvia wants to have sexual activities with a diamond shaft.”

“Sorry,” Diamondhead said, “but I’m currently not in the mood to be paired up with anybody in any way. I’m sure there’s a mister right out there for you, but that isn’t me.”

“Juvia understands,” Juvia said sadly, “and now you’ve made Juvia sad. Juvia shall go back to her guild to inform of your abilities.”

Before Soron could do anything, Juvia melted into water and gushed away down into a sewer drain down at street level.

“That was the weirdest…” said Diamondhead before he turned back to normal.

“Encounter I’ve ever had,” Soron finished.

**Meanwhile, at the Phantom Lord guild…**

Unlike at the Fairy Tail guild, the main hall of Phantom Lord was a dark and gloomy looking place. It was also much more reminiscent of a castle’s dining hall than anything else. Tables were aligned everywhere, torches mounted on walls. The reason for the darkness is the fact that the windows weren’t letting in light due to it being night outside. Only source of light were the lit torches. Sitting alone at a table was a well-muscled young man with long spiky-like black hair with earrings on his face evenly spread out. He wore a black sleeveless tunic that had studded edges, a pair of beige pants, and studded boots. On his left shoulder was what could’ve been armor and it was shaped like a wing that was pointed upwards. This man was Gajeel Redfox. The Iron Dragon Slayer. Gajeel was currently eating to restore his magic as an unknown person walked up behind him.

“So Gajeel,” said a figure wearing a black cloak that had a white outline, “I heard you made a mess out of the fairy tail guild hall.”

“Oh man,” the man continued as he turned around revealing his face and the rest of his outfit that consisted of a dark blue outfit with white edges, “I wish I could’ve seen the looks on their faces.”

Gajeel had been trying to ignore the guy so he wasn’t entirely sure what he was saying, but Gajeel had had enough of the guy’s constant prattling. In irritation he chomped down on the iron he was eating and allowed the rest to fall down. He then growled as he turned a bit and proceeded to turn his arm into a black iron pillar. Said pillar extended at the guy sending him flying back. Everyone else saw the commotion and laughed at it, because they too found the guy irritating.

“How many times do I have to tell yeh?” Gajeel growled as his arm returned to a normal fist, “I don’t like to be bothered while I’m eating!”

“And besides,” Gajeel continued now standing up, “Those Fairy Tail clowns can’t challenge us. We’re way more powerful than they could ever hope to be.”

The rest of the guild only nodded their heads in agreement, but suddenly a voice spoke up from above them on the second floor indoor balcony.

“The die has been cast,” said a man attracting their attention.

The man wore what looked like a cliche witch hat alongside a strangely designed outfit complete with what looked like robes. However, if you were as far as they were you’d only see a form shrouded in darkness. This man is the same man Makarov warned Soron about. His name is Jose.

“I compliment your excellent work Gajeel,” Jose finished.

“I didn’t think we were hard enough on them,” Gajeel said, “so I decided to leave them a little something extra. A present. One that’s sure to get the Fairy Tailer’s panties in a knot.”

“Very good my boy,” Jose grinned, “be sure to take extra care that no harm comes to our bounty if you please.”

Gajeel grinned wickedly in response.

**The next day, in Magnolia…**

Soron had woken up in a chair outside of the guild and was sore as soon as he got up. When he opened his eyes, he saw that it was finally day. As there was nothing to do right then, he decided to go down into town to see if there was anything to eat. He happened to have some money that he acquired the day before and a few days prior, but he gave most of it to Makarov for the repairs that still have to be done for the guild. He had only enough for a breakfast meal, and that meant he’s going to have to go on a job today. Either solo or in a team, but it didn’t matter as the end goal was to get paid.

He passed trolley after trolley after trolley that were filled with random items. Some had wooden figures based off of the Fairy Tail members, some had cabbage, and some had some sort of wine. None of those things appealed to him, so he decided to ignore them. Eventually, he arrived at the local restaurant which served a variety of foods. Most of them he had never heard of and was a little hesitant to try out. However, one food was familiar and even tasted like he remembered. It was an omelet. Unlike in his reality, these omelets are big enough to last days should one store them correctly. Which is perfect, because he’s been able to store them in the guild refrigerator for whenever he stays over there.

Before Soron could enter the building he heard the sound of voices coming from not too far away. As curiosity struck him, he headed over to where the noises came from. It came from the Southgate Park, and when he saw the reason for the noise he stopped dead in his tracks. Hanging on the trunk of a tree were three guild members. One of them was named Levy, but the other two he couldn’t remember the names of. He didn’t even notice as Lucy in her white t-shirt and tight pink shorts, Natsu in his usual attire, and Grey in the same attire as last night at Lucy’s arrived next to him.

“Oh my god!” gasped a familiar voice from next to him. He didn’t look at who owned the voice, but he recognized the voice. It was Lucy. Hearing her reaction to the sight, he immediately returned to his leader persona temporarily.

“We’re from the same guild,” Soron said with authority as he led the way through the crowd, “let us through.”

When they got closer, they saw how badly damaged the three were. Above all, they saw who was responsible due to a symbol painted on Levy’s stomach. Phantom Lord was the culprit. Soron was doing everything he can to not go Rath right then and there, and Natsu was in the same boat. Unlike Natsu, Soron kept a poker face even though his fists were clenching hard enough to go white. Natsu’s teeth were gritted, face contorted in rage, and fists probably close to combusting right there.

“Levy!” Lucy said almost crying.

“Jet,” Grey said taking a step forward, “Droy…”

“Phantom Lord did this,” Natsu snarled barely restraining himself from punching anything.

The four Fairy Tailers were so focused on the scene in front of them, they didn’t even notice that Makarov was walking up from behind them. Makarov was now wearing black pants and a white coat with the Ten Wizard Saints logo on the back of it. He also had a staff with a strange circle-like design at the top.

“I can take our headquarters being reduced to rubble,” Makarov said angrily as he came to a stop in front of them, “but I will NOT let harm come to my children without…”

“Taking revenge!” Makarov finished as he shattered his staff’s shaft with one hand.

That made Lucy jump as she had never seen Makarov this angry before. Not even when Natsu tried going up into the second floor to fight Laxus, but that was before Soron appeared.

“We have no choice but to go to war!” Makarov stated enraged as golden energy enveloped him causing a wind.

**Later, at Magnolia Hospital…**

Droy, Jet, and Levy were now laying down unconscious in three separate hospital beds in the same room. They had been cut down from the tree and moved to the hospital where the doctors and nurses immediately tended to them ending in covering them up in bandages. Lucy sat by the window as she watched over them in concern for her friends.

“Droy,” Lucy said saddened by what happened to them, “Jet, and Levy.”

“Phantom Lord is heartless,” Lucy said as she looked behind her out the window, “How could they do this?”

She then spaced out as she flashed back to her interactions with the three. She didn’t even notice as someone walked into the room.

“They'll make it,” said a familiar voice attracting her attention. Lucy looked up and saw Soron leaning on the wall next to the doorway.

“How can you be sure?” Lucy asked worried.

“They’re Fairy Tail,” Soron said simply, “and Fairy Tail members are survivors… or so I’ve gathered.”

“What Phantom Lord has done is unforgivable,” Lucy said with tears preparing to leak out.

“They’re gonna pay,” Lucy finished right before closing her eyes allowing the tears to flow down her cheeks.

“I promise you that Phantom Lord will NOT get away with this,” Soron said as he stood up straight clenching his fists, “I’ll see to it personally.”

**Later, in Oak Town…**

Oak Town is located in the Northeastern sector of the Fiore Kingdom, and is home to the Phantom Lord guild. The guild itself was castle-like in appearance and towered above all other buildings in Oak Town. The Phantom douche bags were currently drinking, eating, and laughing in the mess hall.

The main topic of the guild was how Gajeel single handedly defeated three members of the Fairy Tail guild right before hanging them on a tree in the middle of Magnolia for all to see. Juvia fighting the one of newest Fairy Tailers in order to determine what he could do was also a topic, but not nearly as exciting as what Gajeel did. Three guys were currently walking towards the main door.

“We can’t let them have all the fun,” said one guy.

“Yeah,” said another, “we need to try picking off a couple of fairy wings ourselves.”

The third guy laughed in agreement. Just before they reached the door, it exploded inward sending the three flying backward. They crashed into the sign labeled “Phantom Lord” before falling down with burns on them. The guild members that watched them looked back to the door, and when the dust settled they could see a pink haired wizard with an angry expression with the rest of the Fairy Tail members except for Lucy behind him.

“Fairy Tail has come calling!” Makarov shouted angrily at the Phantom fuckfaces.

At that, some of the Phantom Lord members leapt at Natsu who greeted them with fiery attacks sending them back.

“Alright!” Natsu roared, “who wants to play with fire?!”

The rest of the Phantom Lord members charged, while Soron walked up raising his megatrix.

“You have attacked three members of my guild,” Soron said angrily as he turned the dial, “and now I’m going to let you feel my…”

Soron then slapped down on the dial causing a golden light to envelop him, and when the light had vanished a bipedal tiger without a tail and with a single claw coming out of each forearm was standing in his place. It had a golden megatrix symbol and golden eyes.

 **“RATH!”** Soron yelled.

“LET ME TELL YOU SOMETHING PHANTOM LORD!” Rath yelled as he pointed at them, “YOU ATTACKED MY GUILD-MATES, AND NOW RATH IS GOING TO TURN YOU INTO MASHED POTATOES!”

Rath then leapt at them delivering punches, kicks, headbutts, and doing the occasional pile drives. The rest of the Fairy Tailers followed suit and charged the incoming phantom lord members. Elfmen tossed some of them while Macao launched black fire at them. Wakabe used his smoke magic, and so on and so forth.

Rath was in the middle of getting swarmed and he was having the time of his life.

“LET ME TELL YOU SOMETHING PHANTOM LORD!” Rath yelled as he grabbed a guy that leapt at him from on top of the upstairs indoor balcony, “RATH IS GOING TO TEACH YOU NOT TO MESS WITH FAIRY TAIL!”

He then proceeded to use the guy as a bat by swinging him into phantom lord members which knocked them away. However, while he was using the guy as a bat on a sole member that was holding up a shield spell another few members snuck up on Rath and stabbed him with some magical knives. While Rath has very durable skin, he hasn’t really faced blades of this reality before so he had no way to know that they could hurt him.

Rath howled in pain letting go of the guy which caused him to fly off into Makarov who had grown into his giant form.

“LET ME TELL YOU SOMETHING PHANTOM LORD!” Rath howled as he pulled the knives out of his back, “YOU STAB RATH, AND RATH IS GOING TO MAKE YOU REGRET IT!”

Rath then slapped his chest and another golden light enveloped him. As soon as the light ebbed, a being that looked to be made of magma and had flames flickering off of him stood in his place. He had golden eyes and a golden megatrix symbol on his chest like the last one.

 **“Heatblast!”** Soron yelled before he smirked at the two phantom lord members that had stabbed him.

“You made a big mistake,” Heatblast said in a voice that sounds like it could belong to wolverine, “You got close to the fire, and that means you’re going to fry!”

Heatblast then thrust his arms forward sending out beams of fire into his opponents burning them and knocking them to the ground.

“AND YOU WOULD DARE TO HURT THIS MONSTER’S CHILDREN!” shouted a monstrous voice belonging to Makarov attracting their attention, “WERE YOU REALLY FOOLISH ENOUGH TO BELIEVE THE COUNCIL’S LAWS WOULD PROTECT YOU FROM MY RAGE?!”

All of the Phantom Lord members paused as they looked at Makarov. Even Heatblast paused and looked a little bit unnerved at the sight. Of course, one couldn’t really tell as his face is all magma.

“He’s pretty strong,” one PL member said nervously.

“His members are strong too,” another said just as nervous.

“Especially that takeover wizard over there,”said a third with a glance at Heatblast.

“I didn’t know Fairy Tail was like this!” exclaimed another.

Heatblast created finger guns and fired bolts of heat at anyone that got near him. While, they didn’t knock the PL members down they did stall them. Heatblast could easily take them down, but he was just in the mood to screw with them.

“JOSE!” Makarov bellowed as he glanced around, “SHOW YOURSELF!”

Suddenly, something crashed through the roof attracting their attention. It was Erza Scarlet. She had returned. She wore her armor that allowed her to fly extremely fast. Alongside her were Shuzy, and Igrao.

“You attacked my guild!” Erza yelled angrily, “and for that you will pay!”

 **“Re-quip!”** Erza yelled to transform into her flame empress armor. It was primarily dark red, but it had orange and black parts too. The first ones were shaped like wings while the second ones resembled dragon wings. Her hair was now tied into long pigtails, and in her right hand she held a long red flaming sword.

“Now,” Erza said as she slashed at the closest PL member, “Tell me where Gajeel and the element 4 are!”

Above them, a man with spiky black hair stood on one of the wooden rafters as he watched the fight happening on the ground. Gajeel smirked because he was shocked that the Fairy Tailers were putting up quite a fight. Also, as he watched Heatblast grab a guy from behind that was trying to rape Cana he saw that the guy immediately caught fire. He now no longer condemned Juvia from running away before the battle was done. This guy was a problem… though not as much as Makarov.

“Ah,” Gajeel said, “the legend herself, Titania Erza. I guess Laxus and Mystogan are too busy to play, or do they not care?”

“Either way,” Gajeel continued, “Master Jose knew exactly how this was going to go down.”

He then paused as he continued watching the fight.

“Looks like they’re pretty good fighters,” Gajeel smirked, “for a bunch of scumbags.”

**Back at Magnolia…**

Lucy was now walking down an alley alone grumbling to herself about the fact she was left behind.

“I can’t believe everyone just took off without me,” Lucy grumbled, “but, Levy and the boys need someone to look after them. So, I guess it’s up to me.”

Suddenly, it began to rain which startled her. She didn’t have a raincoat on, and she was carrying groceries that involved bread. She then looked up at the sky and held her hand palm-upwards.

“It’s raining while the sun’s still out?” Lucy said confused she then looked back down and saw a woman wearing blue. The same woman that Soron encountered the previous night.

“Who are you?” Lucy asked.

“Drip drip drop,” Juvia replied, “Juvia is the rain woman. It’s always with me.”

That unnerved Lucy.

“And what sort of woman are you pray tell?” Juvia asked as she reached Lucy.

“I’m just the regular kind?” Lucy said confused.

“Drip drip drop,” Juvia said as she passed Lucy.

“What’s with wall the drip dropping?” Lucy asked confused.

Instead of answering, Juvia pulled out an umbrella and opened it.

“Pleasure to meet you,” Juvia said without looking back, “I’ll be going now.”

“Well, take the rain with ya!” Lucy demanded in irritation.

**Back at the Phantom Lord guild hall…**

The PL members decided that they had to end it quickly if any of them were to survive, so the pyromancers fired flame at at the Fairy Tailers. However, what happened next was a shock to them as they had never seen it before. Natsu and Heatblast both intercepted the attack and let themselves get hit by it. While Heatblast just stood there, Natsu sucked the flames into his mouth.

“Oh yeah,” Natsu grinned, “Now I’ve got a fire in my belly!”

“No way!” exclaimed one guy, “He ate fire!”

“You don’t think he’s one of those?” another asked.

“I’m gonna blow you away!” Natsu yelled.

“ **Fire Dragon…** ” Natsu yelled as he placed his hands over his mouth like a trumpeter would, “ **roooaaaar!** ”

 **“Ice make: Lance!”** Grey yelled before sending out a wave of ice taking several out.

One that accidentally headed towards Shuzy was immediately gobbled up by her shocking them as well.

“ **Ice Dragon…** ” Shuzy yelled as she placed her hands over her mouth like a trumpeter would, “ **rooooaaaar!** ”

 **“Re-quip!”** Igrao yelled which caused his standard sword to change into a double bladed sword. He then spun the blade around like a staff deflecting attacks and commencing his own attacks. He moved as fast and fluidly as Darth Maul in the Phantom Menace.

Eventually, Soron, Igrao, and Shuzy were back to back taking down foes left, right, and center.

“So,” Heatblast asked as he hurled a fireball at a group’s feet that exploded them into the air, “how’d you get into Fairy Tail?”

“It’s a long story,” Igrao replied as he re-quipped to dual swords one with flames crackling along the blade and the other with an icey aura.

“What about you?” Shuzy asked before she punched with a fist surrounded by an icey aura.

“Same,” Heatblast replied as he blasted a beam of energy, “but we can talk once this whole ordeal is over… if I haven’t gone on a job by then.”

Igrao and Shuzy looked at each other once before nodding in agreement.

“Agreed,” they said in unison.

Heatblast looked around and saw that more were coming, and so he decided he best change again. He slapped the megatrix symbol on his chest a second time that day, and once again golden light enveloped him. Once it ebbed, one could see a man that looked just like the version of The Blur from smallville season nine, but instead of a white s-symbol he had the golden megatrix symbol.

 **“Krypto-man!”** Soron yelled.

“It’s time for this battle to end,” Krypto-man said before he blurred forward taking down any guys nearby. To him, everything was happening in slow motion while he moved normally. He pushed one guy, punched another, swept the legs of a third, and slapped others as he ran past. The guys he took out either went flying into walls, hit the floor hard, or knocked into each other like dominos. Krypto-man blurred around taking out random guys, and even knocked down guys that were located on the stairs which Makarov was walking up.

“Erza!” Makarov yelled to the redhead clumped with Macao, Wakabe and others without looking behind himself, “I leave the rabble to you and Soron!”

“Yes sir!” Erza replied.

Makarov had seen Erza’s theatrical entrance, and that’s why he knew she was there.

“Jose must be lurking on the top floor,” Makrov said to himself as he walked with his fists clenched, “when I find him, there’ll be hell to pay.”

“Please be careful,” Erza said from the main floor.

Gajeel sneered as he saw Makarov bash down the door that led further into the PL guild’s castle.

“Now that the boss man’s out of the way,” Gajeel smirked, “It’s time I threw myself into the mix.”

He then jumped off of the beam and towards the fight below.


	6. Lucy Heartfilia

**Summary for the Chapter:**

> Fairy Tail lost the first battle in the war between them and Phantom Lord, Lucy is captured, and a new custom alien in the megatrix is introduced.

Episode 6: Lucy Heartfilia

 

Soron had to admit, that while he had been through very dangerous and big battles before… this was on another level. However, just like then… he had a team to watch his back. A team he actually cared about more than the mission. He was never a great leader, and that’s why he lost a lot of men. However, each failure and loss of life taught him one thing. Always look after your people, and if someone attacks them without provocation… fight back with a vengeance. That is what he was doing right now.

“Oh my god!” cried one of the PL members as he watched a black blur take down a lot of his cohorts, “What the hell is that thing?!”

His eyes then widened further as the black blur stopped right in front of him and he was staring a man dressed in a black long coat over a black t-shirt, wearing black pants and boots. On his chest was the golden megatrix symbol, and on his head was black curly-looking hair. He had green eyes and a chiseled jawline as well.

“I’m that ‘thing’ that was knocking out your friends,” Krypto-man said before he grabbed the man and threw him into some more. If you were to see it first hand, you would see similarities to bowling, and would imagine the sounds of the pins going down when you look at the men that Krypto-man had thrown the guy to.

“He’s so fast!” exclaimed a PL wizard.

“He’s strong too!” exclaimed another one.

“On his chest,” said a third in realization, “It bears the same symbol as the one that was in flames… oh my god! He’s the Fairy Tail guild’s newest takeover wizard!”

As the PL wizards gaped in awed horror at Krypto-man, a figure was ignored as he fell down into the fray from the darkness above. His presence was only recognized when his landing caused a loud crashing sound and the noise of wood shattering in places and just breaking in others. Every one of the Fairy Tail wizards looked up to see a figure in the dust. The figure laughed menacingly as he stood up to his full height.

“It’s the Iron Dragon Slayer,” Erza said now in her Heart Kreuz armor, “Blacksteel Gajeel.”

“Ya know,” Igrao remarked dryly, “His name doesn’t really fit. If anything it should by Blackiron Gajeel.”

“Shut up!” Gajeel shouted angrily as he has gotten that quite a lot, and the fact that it’s not stopping pisses him off.

Suddenly, Krypto-man leapt into the air with his right fist cocked back and an enraged expression on his face.

“You attacked my guildmates!” Krypto-man yelled as he fell towards Gajeel with his punch launching. However, Gajeel was quick and turned his forearm into an iron pillar and extended it at Krypto-man which sent him into the ground. The iron pillar kept extending which caused Krypto-man skidding along the ground. The attack even knocked out some Phantom Lord members

The entire guild watched with angry expressions knowing they couldn’t do anything at that moment.

“What the-” exclaimed one Fairy Tailer.

“He just knocked out his own guildmates with that attack!” Grey exclaimed. He then returned his attention to Gajeel as he jumped down to the ground laughing.

“Show me what ya got,” Gajeel smirked as his forearm returned to normal, “Unless you scum are too scared to face the great Iron Dragon Slayer.”

“Too scared!” Elfman yelled as he did the same thing Soron did and transforming his arm to a metal or stone one from his scaly looking monster arm, “Real men have no fear!”

Gajeel smiled as he turned his left arm into an iron pillar and used it to block Elfman’s attack.

“You’re Elfman right?” Gajeel smirked before swiping at Elfman a few times who dodged. He then jumped back and used his right foot to do to Elfman what he did to Soron a little earlier. However, Elfman was able to stop the attack by grabbing the iron pillar and holding it.

“Ah,” Gajeel said a little impressed, “Not bad big guy.”

“Well,” Elfman said sternly, “that’s because I’m a real man.”

“Yeah?” Gajeel smirked as his iron pillar leg began to morph, “then let’s see how a real man handles…”

“This!” Gajeel finished as he extended pillars everywhere. Elfman widened his eyes in shock at the act.

 **“Echo Echo!”** yelled a mechanical voice. Elfman and Gajeel turned to see a small white dwarf-ish looking character with gold eyes, a gold mouth, and what looked like headphones reaching down to his back. He also had the golden megatrix symbol on his chest.

“The hell you going to do with that small form?” smirked Gajeel.

“Watch and see,” Echo said before several others that looked just like him phased out of his body and repeated the process themselves. It only stopped when there were enough to deal with the iron pillars.

“You know what to do,” Echo Echo-1 said to his clones. At that they stared at each of the pillars. They then launched off of each other and headed to intercept the iron pillars. Without a second to lose they opened their mouths revealing lines giving the inside of his mouth the appearance of an amplifier.

The Echo Echos each released a powerful scream at the iron pillars stopping them in their place. However, as he did so he ended up saving the PL members who were targeted. Even though he didn’t want to, there was no way he was going to disrespect Ben’s memory by letting them get attacked.

“Impressive,” Gajeel snarled as the pillars he extended popped out of his iron pillar leg, “but that doesn’t save your-”

“Friend!” Gajeel finished as he punched Elfman hard with an iron pillar fist which sent him flying. However, what he didn’t expect was for Natsu to suddenly appear and jump off of Elfman’s airborne body towards Gajeel. Gajeel’s expression turned from irritation to surprise as he stared at Natsu’s furious expression. He punched Gajeel hard with a flaming left fist which sent him flying. Just before he reached the bar, he was punched hard in the back and felt a freezing sensation when he was punched. He then fell forward onto his face somewhere in between Natsu and Shuzy.

“Whoa,” remarked a PL member, “Those kids sent him flying.”

“Nobody's ever done that before!” exclaimed another.

Gajeel quickly pulled himself into a sitting position and stared at the pink-haired wizard and then at the girl with long blue hair and no glasses.

“Allow me to introduce myself,” Natsu said angrily with his hands enveloped in flames, “I’m Fairy Tail’s first Dragon Slayer!”

“And I am it’s second,” Shuzy said with her fists enveloped in an icey aura with an equally angry expression on her face.

“Elfman,” Natsu said as Gajeel stood up with a grin, “Leave this guy to us. You too Soron.”

“Come on!” Elfman exclaimed, “first you use me as a springboard, and now you want to steal my man to man fight?”

Gajeel gave Natsu absolutely no time to respond as he took a step with excitement in his eyes.

 **“Iron Dragon: Club!”** Gajeel shouted as he extended an iron pillar from his forearm again at Natsu. The attack send Natsu skidding backwards, but he managed to hold onto the club.

“Natsu!” Erza shouted in concern as she turned towards him.

“Are you alright?” Echo Echo asked now with all his clones back inside of him.

“You destroyed our guild hall,” Natsu said angrily without looking at Gajeel, “and you attacked Levy and her team!”

“I’LL MAKE YOU,” Natsu yelled with his fists in flames once again as he threw Gajeel into the air by grabbing onto the iron pillar, “PAY!”

Gajeel managed to place his feet onto a wooden beam and leap off of that towards Natsu, and Natsu prepared to punch with a flaming fist. Gajeel tried a normal punch, but Natsu blocked it before delivering a flaming right hook into Gajeel’s face. The force of the punch sent Gajeel flying back, and Shuzy also joined in on the attack. She delivering a spinning kick with an icey aura surrounding her left foot. Her kick sent him flying into a wall where he made a dent outlining his body.

“Whoo,” Makabe smiled, “They’re fired up now.”

“Yeah,” Macao agreed with a smile, “I’d hate to be that other guy.”

Elfman just grunted once.

“He’s quite a wizard,” Erza said with a smile, “and so is Shuzy.”

“Alright,” Elfman said unhappily, “you’re manlier than I thought. I’ll let you have this one, but you gotta promise me that you’re gonna-”

“You bet!” Natsu interrupted as he turned to look at Elfman, “I’ll beat him to a pulp!”

At that moment, Gajeel had freed himself from the crater he made in the wall and made a thud as he fell out onto the floor. That had regained Natsu’s attention.

“Nice try,” Gajeel said as he stood up, “but I’m still standing.”

“True,” Natsu smiled.

“You won’t be for much longer though,” Shuzy added as she walked up to Natsu and stood next to him.

“Oh yeah?” Gajeel said before he ran at them.

“Uh oh,” Natsu and Shuzy said in unison right before Gajeel delivered an iron pillar kick at Natsu and an iron pillar punch at Shuzy. Both attacks sent both FT dragon slayers flying backwards. One towards a wall, and the other towards the roof.

“Ouch,” Echo Echo remarked as he watched them both land on the ground.

“Aw,” Gajeel said with his face shrouded in darkness and his eyes glowing red, “What’s the matter? You can dish it out, but you can’t take it?”

Suddenly, a burst of flame jumped out of the crater made by Natsu and a figure could be seen inside of the flames. It was Natsu Dragneel, and he happened to have glowing red eyes as well. However, his eyes returned to normal at the same time as the flames extinguished themselves.

“It’s gonna take more than that to keep me down!” Natsu said grinning in excitement. Gajeel just laughed at that.

“You seriously think you can beat me yah pyro!” Gajeel returned as a glowing green mystical circle could be seen in his right fist.

“What do you mean think?” Natsu said as his right fist engulfed in flames and a fiery orange mystical circle hovered over it, “I know I can!”

“We’ll see about that!” Gajeel yelled before he launched his now iron fist at Natsu using his usual pillar extending method. Much to Gajeel’s surprise, Natsu was able to hold it back with one flaming fist. However, he was still forced back a few steps.

“Your steel beams can’t even touch me!” Natsu yelled as he looked at Gajeel, “You oughta start steppin up your game!”

As he said that, the steel beams began to liquify due to the flames growing as the effect of Natsu’s growing rage.

“The rumors are true,” Gajeel said impressed, “You’re way more powerful than you look.”

He then retracted the steel pillar allowing his hand and forearm to return to normal. He glanced at it once to see that smoke or steam or whatever it was was wafting off of his arm. Natsu’s fist was still engulfed in flames.

“That actually burns a little,” Gajeel smirked, “So, is that all you got, Salamander?”

“That was my warm-up,” replied Natsu with an unhappy expression, “I’m just gettin’ started.”

“You ain’t seen nothing yet you metal freak!” Natsu added. They then stood there for about a minute staring at each other before Natsu suddenly leapt at Gajeel. Gajeel also leapt at Natsu as his fist and forearm morphed into a steel pillar again. Fortunately for Gajeel, Natsu was too slow to block the attack and was sent flying into a wall. Gajeel sneered as Natsu’s flame was extinguished. Apparently, Natsu was punched so hard he was rendered unconscious.

“Your guy put up a good fight,” Gajeel said as he looked at the standing Fairy Tailers, “but even he’s no match for me!”

Suddenly, he was sent flying into a wall from a punch that was given by a fist surrounded in an icey aura. Shuzy stared as Gajeel fell to the floor after crashing into the wall.

“You may be able to stand the heat!” Shuzy yelled angrily at Gajeel, “but can you survive the cold?!”

Gajeel’s expression soured as he stood up from the floor and looked at the blue haired Ice Dragon Slayer.

“Damn,” Gajeel said berating himself, “I forgot about you. I won’t make that mistake again.”

All of a sudden, he launched at Shuzy with his forearm and fist morphing into a metal pillar again. Shuzy wasn’t prepared, but fortunately she was quick enough to dodge the pillar. She proceeded to grab it, and throw him over her towards the wall behind her.

“Way to go Shuzy,” Igrao smiled.

However, the battle was not yet done as Gajeel stood up again with an enraged expression.

“Okay you little bitch,” Gajeel snarled, “I’ve had enough of you!”

“Chill out dude,” Shuzy said, “Your attitude is making the room way too heated.”

 **“Iron Dragon: Sword!”** Gajeel yelled as his arm suddenly became a giant chainsaw as he leapt up into the air and slashed down.

Shuzy widened her eyes in surprise, but that didn’t stop her from rolling out of the way. However, Gajeel had planned for that as he swung his other arm which had also transformed into a chainsaw at her. Shuzy looked up too late to be able to dodge and froze in fear.

“Shuzy!” Igrao yelled in fear as he began running forward. Unfortunately, Gajeel’s attack was too fast and when the attacks struck a crater formed underneath Shuzy which tossed wooden dust into the air. Gajeel sneered in victory and began to laugh. However, when the dust settled they could see a giant figure with two spike hands crossed stopping the chainsaw blade. The green figure had green crystalline spikes protruding from the backs of his shoulders, two out of his chest on either side of the golden megatrix symbol. His outfit was like a skintight onesie, and was blue-ish, but didn’t cover his arms and involved skintight headgear that didn’t cover his face. The back of his head had a spike as well, but that was also covered by the headgear. He had golden eyes as well.

“Have you no sense of honor?!” the figure said angrily before his spike arms changed form and morphed over the chainsaw. Gajeel watched in horror as the figure shattered his chainsaw by using his morphing crystalline arms to twist and squeeze on the chainsaw.

“Nothing has ever destroyed my chainsaws!” Gajeel snarled as he jumped backwards as soon as he touched down on the ground, “Just what are you?!”

“I’m Diamondhead,” Diamondhead replied as his arms morphed into crystalline hands allowing the chainsaw shards to fall to the ground, “and I’m the one to beat.”

“Diamond or not,” Gajeel said with a deadly expression as his forearms and fists returned to normal, “I’m going to kill you!”

He then leapt at Diamondhead turning his arm into a metal pillar again. However, as soon as he made contact with Diamondhead the metal pillar bent like a tin can. However, Diamondhead was forced back a step.

“That actually stung,” Diamondhead said as he forced the bent pillar backwards which sent Gajeel flying back. However, Gajeel immediately back flipped as he turned his arm to normal before landing feet first on the ground.

“Now then,” Diamondhead said as he morphed his arms one more time making them look like a jagged bouquet of crystals, “Let’s party.”

However, as soon as he said that his Megatrix began flashing silver giving off a few beeps.

“Ah shit,” Diamondhead said before he was enveloped in a silver light and returned to normal. He was back to being Soron MacLeod, normal human, and all around master of brooding.

“Looks like you’re out of magical energy,” Gajeel sneered victoriously. He then leapt at Soron with his arm turning into metal pillars once more. Shuzy quickly tackled into Soron as a way to return the favor for when he saved her life. Her tackle took them out of the line of fire, however Gajeel still made contact with someone.

Natsu was that someone and he stood with a fist in flames. Also, Gajeel was sent flying through the air into the beams above. The contact Gajeel made was with Natsu’s flaming fist hitting his chin.

“How do you like that?” Natsu asked angrily, “Punk!”

Gajeel quickly protruded some foot blades from the bottoms of each of his feet and stuck to the bottom of a wooden beam. With a grin he looked down at Natsu.

“You shouldn’t be so cocky,” Gajeel replied, “I already knocked you out once after all. Heh heh.”

“I was holding back,” Natsu countered as some beams fell to the ground nearby, “From here on out, I’m going all in!”

The Fairy Tailers were amazed at Natsu’s fiery comeback and resolve, but their attention was diverted from Natsu for a bit. Mostly because the building began shaking.

“Everything’s shaking,” Igrao said as he looked around.

“I guess they’re going at it,” Macao remarked.

“Who?” Shuzy asked confused.

“Master Makarov and the Phantom Lord’s leader,” Erza replied, “Jose.”

“This is what happens when Master Makarov’s angry,” Cana said as she stood holding a card.

“It’s called the giant’s wrath,” Loke explained as he looked upwards.

“Nobody will be able to stop him now,” Nab said. Nab was a guy that wears shaman-esque looking apparel. For all Soron knew, the guy was a native of the country they’re in.

“If he gets angry,” Elfman remarked with a smile, “He gets even manlier.”

Erza had her main sword raised and then slashed down once with a stern expression on her face.

“Prepare to fight!” Erza commanded, “We cannot lose as long as Master Makarov is with us!”

“She’s right people!” Soron yelled as he stood tall even though his Megatrix’s hourglass was still silver, “Fairy Tail shall prevail this day!”

Soron had just punched a Phantom Lord member in the face knocking him down even though he was still in his main form when he heard a cry coming from above. He watched in horror as he recognized Makarov falling to the ground from the very top of the castle. He immediately ran towards where his brilliant mind deduced Makarov would fall due to mathematical equations involving the speed of Makarov’s fall and how high up he was. He quickly leapt through the air and caught the old man before he could land on the ground.

While there wasn’t a thud, everyone heard the scream and looked to see what caused it. They all widened their eyes in shock and a little horror as they saw how green Makarov was.

“What happened to me?” Makarov asked weakly as Soron laid him on the ground gently, “My magic, it’s gone.”

Everyone left their battles immediately and ran to Makarov’s location and knelt next to him. Erza on the other hand picked him up gently and laid him on her legs as she knelt.

Soron flashed back to the loss of another old man he considered a friend, and clenched his fists in rage. He clenched his fists so hard they became white and blood leaked out of his hands due to his nails piercing the skin and blood vessels.

“What happened to him?” Cana asked as she looked at Soron who was there first.

“I don’t know,” Soron snapped with an angry expression. She recoiled at his anger, but she knew it wasn’t directed at her. Still, she has never seen anyone this angry before. Well, until today. Soron didn’t hear anything else as he focused on controlling his rage. Above them, Gajeel watched from the rafters where he hung from a beam upside down with a victorious grin on his face. However, his glee faded when a thought entered his mind.

“Hmph,” Gajeel grumbled, “guess the fun’s over, and just when things were starting to get good.”

**Down on the ground…**

They were still confused as to how Makarov was weakened so, and Grey was voicing his own confusion.

“I don’t understand,” Gray said, “Gramps is so powerful, how’d they beat ‘em?”

Soron then looked upwards and then at his megatrix which was now charged once more. He looked back up and came to a decision.

“I’m going to find out,” Soron said darkly as he brought up his megatrix and began the process to change his form. However, when he heard the jeering of the Phantom Lord members he focused his attention on them.

“On second thought,” Soron said as he gave them murderous glares, “You guys handle that. I’ll handle these assholes.”

Suddenly, the Phantom Lord members charged at them with renewed vigor and belief in victory. Suddenly, Soron was enveloped in golden light once again. As soon as it had ebbed, Soron was standing in a form none of them had seen before.

It was an extremely buff figure that glowed like the Gods did in the Disney Hercules movie. The man happened to look a like a buffer Laxus which made the Fairy Tailers widen their eyes. The man also wore greek-looking armor, but much more similar to the outfit worn by Dwayne “The Rock” Johnson’s Hercules movie. On his head was a golden laurel wreath. On his chest was the golden megatrix symbol and he had golden eyes.

“All of you Phantom Lord flies will fry!” the man declared before he raised his hand and zapped lightning out of his fingers sith-style, “None can withstand the might of Jupiter! All are below me, for I am King of the Gods!”

“This guy’s off his nuts,” remarked one of the Phantom Lord members that had dodged the lightning blasts.

Jupiter looked at him and glared making the PL member terrified beyond belief. The PL member immediately bolted away. However, Jupiter immediately vanished with a lightning-esque style and appeared in front of the PL member much the same way. The PL member was too slow to stop and ended up getting caught in Jupiter’s hand. Jupiter had held out a hand and grabbed the PL member as soon as the guy was close enough. Where he grabbed the PL member was by the neck.

“None who insult me shall go unpunished,” Jupiter said with a calm expression as he began squeezing on the man’s throat hard enough to make his face go purple and inflate like a balloon.

“Soron!” Erza said becoming horrified at what Jupiter was doing, “Phantom Lord may deserve to die, but we don’t get to choose who lives or dies!!”

“Shut up you insignificant worm!!” Jupiter spat unknowingly transferring electricity into his unfortunate opponent, “Nobody tells the King of the Gods what to do! I am above all! I have every right to decide who lives and who dies!”

“LET HIM GO!” Erza yelled sternly as she looked into Jupiter’s eyes. Suddenly, Jupiter dropped the guy and stumbled clutching his head as he did so.

“No!” Jupiter yelled, “This is my body! I won’t let you have it!”

He then looked down at the megatrix symbol and grinned insanely.

“I know!” Jupiter laughed crazily, “I’ll zap this thing on my chest! After that happens I’ll have this body forever! Hahahahaha!”

He then prepared a bolt of lightning and aimed it at his chest, but before he could zap himself he was struck by something. That something knocked his hand away causing him to accidentally blast a PL member. He looked up to see a sword with golden blood oozing onto the floor. That sword belonged to Titania Erza, the Queen of the Fairies.

“I will not let you kill my friend!” Erza stated as she had realized that Soron and Jupiter were two different entities, “He saved my life, and now I shall repay the debt I owe him!”

“You can’t stop me,” Jupiter sneered, “I am a god and therefore unkillable! Besides, we share the same body even if our forms are different. If you were even capable of killing me, you would also kill him.”

 **“Ice Make: Cage!”** yelled Gray causing Jupiter to be trapped in an ice cage.

“Ice…” Jupiter said raising an eye, “Pathetic. Ice is like paper to me. Easily destroyed. It can’t hold me!”

“It doesn’t have to!” Erza said as she leapt at Jupiter shattering the cage and then pressing the Megatrix symbol as her momentum caused them to fall down with her on top.

“What the-” Jupiter exclaimed as he began vanishing, “How?”

“Soron told me of the one form he couldn’t control and how to stop it,” Erza whispered in Jupiter’s ear, “He knew I’d do anything to stop it from destroying Fairy Tail. Next time you take control, I will kill you without a second thought.”

“Noooooooooo-” Jupiter cried anime-style before vanishing entirely. In Jupiter’s place was Soron, and he was confused.

“Um,” Soron said reddening a bit, “What happened, and why are you on top of me?”

Erza quickly reddened too and quickly got to her feet and practically flew back to Makarov out of embarrassment.

Above them, Gajeel stared at Soron’s watch. He watched the entire thing, and now he knew that Soron didn’t have magic. In actuality, he had a device that gave him takeover abilities. There was also a way of disarming him, and that would indeed come in handy… especially against the lightning-based form. That one was a wild card. It could either help Fairy Tail, help Phantom Lord, or destroy both sides. Gajeel grinned evilly as he came up with a plan as to how to defeat the shapeshifter.

“We must retreat!” Erza yelled as she watched the fighting resume, “Everyone, back to the guild at once!”

“No way!” Gray said in disagreement, “We can’t just give up!”

“A real man never retreats!” Elfman agreed.

“We can’t!” Erza reasoned, “We don’t stand a chance against Jose! Now retreat! That’s an order!”

“Don’t forget!” Soron added, “We have to take care of our wounded!”

“We’re going to have a talk later,” Erza said sternly to Soron.

Up in the rafters, Gajeel hung upside down as he watched the Fairy Tailers make their retreat. He sneered at how victorious Phantom Lord was this day.

“There they go,” Gajeel said, “I knew it wouldn’t be long before those gutless cowards gave up and started running for their lives.”

“They’re retreating with sorrow in their hearts,” said a man standing on top of the wooden beam Gajeel was hanging from.

He was a tall, tan skinned man wearing a long green coat over a yellow shirt, and a pair of loose pants. His eyes were covered in bandages and wore a hat that was the same color as his coat. He also had a purple-looking scarf that had white stripes on it.

“Aria,” Gajeel said as he flipped over and up onto the beam to crouch next to the other guy, “Nice to see you’re just as creepy as ever. I gotta commend you on taking down that Fairy Tail geezer.”

“I just followed Master Jose’s orders,” Aria said dismissively.

“But,” Aria added with tears spraying from under the bandages due to him crying, “thank you!”

“Why are you always crying?” Gajeel said a little annoyed, “Geez, cut it out.”

“So,” Gajeel asked smiling again, “What happened with that Lucy girl?”

Down on the ground, Natsu turned to look up at the two.

“She’s been captured,” Aria replied once again calm, “the poor wretch is being held in a gloomy cell at headquarters.”

“So much for giving her a warm welcome huh,” Gajeel joked smugly.

**Back on the ground…**

Natsu stared with a stunned expression as he tried to comprehend what he heard.

“No way,” Natsu said.

“Is there something wrong?” Happy asked concerned when he noticed his expression.

“Gajeel!” Natsu roared.

“We’ll finish this someday,” Gajeel smirked, “Salamander.”

As soon as he finished speaking, Aria raised an arm behind him and they shimmered away.

“Those jerks,” Natsu said angrily, “kidnapped Lucy.”

“Wha?!” Happy exclaimed.

“Everybody out!” Erza said as she stood waving her arms urging for the Fairy Tailers to leave, “Let’s go!”

“I’m not going back yet!” Gray said, “I’m not leaving till I get revenge! They gotta pay for what they did to us!”

“They will,” Soron said darkly as he walked up to Gray, “believe me, I know how you feel. However, we still have to regroup. We need to recover our energy, heal our wounded, and above all else take care of Makarov. We can’t afford to be stupid about this! Being smart is the only way we survive and win the war!”

Gray looked at Soron, and while he was a bit angry at him and a little afraid of him cause of Jupiter… he saw that Soron was being deadly honest. He knew about the war, and now saw why he was the leader in that war of his. Soron was doing everything he can to keep all of Fairy Tail alive since he failed time and time again in his own reality. Soron would never allow himself to make the same mistakes twice. He also realized that Makarov was more important than getting revenge. At that, he agreed to retreat.

The Phantom Lord members chased the Fairy Tailers out of their castle, but unknown to them one stayed behind. Natsu grabbed the PL member at the very back causing him to fall down. He looked up and stared with fear as Natsu stared at him with his head covered in shadow and red eyes glowing.

“No, the Salamander,” the guy panicked, “and that cat!”

“That’s right,” Natsu said darkly, “and we need to chat!”

**Later, at the Phantom Lord HQ…**

Lucy had been unconscious on the cold stone floor of a castle’s cell for quite a while, but now she was awake. She slowly opened her eyes and then bolted up into a sitting position and stared around confused and scared.

“What the?” Lucy asked nobody in general, “How did I get here?”

Outside of the cell door which had a window with iron bars in it, a man shimmered into existence. Said man wore a cliche witch’s hat that was colored purple, had a mustache that reaches past his mouth and had a permanent smile. He also had red hair, a purple colored coat-like-thing that had spiky parts to it which lay over a yellow-ish shirt. The shirt had a red odd-looking bowtie. He also wore red knee-length pants, white knee-high socks, and had shoes on his feet as well as bat-like wings on his back which appeared to be just for decoration. The wings were permanently extended after all. That man was Jose, the Master of the Phantom Lord guild.

“So you’re finally awake,” Jose remarked, “I was getting worried about you Lucy.”

“Who are you?” Lucy asked as she looked over her shoulder towards the door. Said door was being unlocked and opened.

“I am Master Jose Porla of the Phantom Lord guild,” Jose replied.

At that, Lucy became angry because she hates Phantom Lord for what they did to her guild-mates/friends.

“You’re with Phantom?!” Lucy asked angrily.

 _That’s right. I was captured by two of the Element Four,_ Lucy thought to herself as she flashed back to when that Juvia woman and the strange guy with the stranger accent had rendered her unconscious with Juvia’s water-based magic.

“I’d like to apologize for this dingy cell,” Jose said as he took a few steps forward, “and being tied up must be degrading.”

“But I’m afraid I had no choice my dear,” Jose continued, “That is how you treat a prisoner after all.”

“You’re the jerks who attacked my friend Levy!!!!” Lucy yelled angrily.

“You better let me go,” Lucy added, “My friends are gonna come looking for me.”

At that, Jose turned around and proceeded to stroke his chin as if in thought.

“Depending on your willingness to cooperate,” Jose said, “I’m fully prepared to treat you as Phantom Lord’s esteemed guest rather than a lowly prisoner.”

“What do you mean by that?” Lucy asked unaware of a centipede crawling up onto her left thigh. However, as soon as she finished her question she noticed the bug and shrieked.

“Ahh!” Lucy exclaimed, “Yuck! A bug crawled on me!”

“See,” Jose said trying to push her to agree, “You don’t want to stay in here, do you?”

“I have a beautifully decorated suite waiting for you if you promise to behave,” Jose continued.

“Why does your guild keep attacking us?!” Lucy demanded now that she had recovered from the experience of a centipede having crawled on her.

“Who is us?” Jose asked confused for a second.

“Oh, I’m sorry,” Jose said in realization, “Are you talking about Fairy Tail?”

“It was a means to an end,” Jose said with an evil grin, “and that’s all.”

“What?” Lucy asked confused.

“You see,” Jose explained as he faced his palms towards her, “We were working towards out main objective of acquiring a certain someone.”

“They happened to be a member of Fairy Tail,” Jose continued, “so if we have to destroy a guild to get ahold of it?”

“So be it,” Jose finished as he turned his palms away from her.

“Who are you talking about?” Lucy asked confused.

“Oh my my,” Jose said amused, “You’re such a naive young lady. Not at all what I’d expect from a debutante.”

Lucy forgot about her anger for a second as she was shocked that he knew who she was.

“I’m talking about you of course,” Jose continued, “Lady Lucy. The privileged daughter of the wealthy Heartfilia family.”

“But,” Lucy asked not nearly as bravely as she wanted to be, “How did you find out about that?”

“Ya know,” Jose admitted, “I’m surprised you never told your fellow guild members the truth. And I don’t understand why the daughter of a wealthy tycoon would stoop to such cheap and dangerous work as wizarding for such a low class guild. Do you?”

“I’ve been…” Lucy said trying to understand, “kidnapped?”

“No my dear,” Jose assured her, “I promise it’s not like that. We’re not looking for ransom money. We’re just doing our job.”

“We were hired by your father to bring you home to him,” Jose finished.

Lucy widened her eyes at that in confusion, surprise, and shock because it just didn’t make sense. Why would her father want her back home? It’s not as if he really cared about her well being or her in general.

“No,” Lucy said in disbelief, “I-I-I-I don’t understand. Why would he want me back?”

“Why do you seem so confused,” Jose said a little confused himself, “Any father would go looking for a daughter that ran away from home.”

“Not him,” Lucy said angrily with her eyes shut and head lowered, “honestly I’m shocked that he even noticed I was gone.”

“I’m not ever going back to that house!” Lucy declared as she suddenly opened her eyes and looked up at Jose, “I don’t want anything to do with him!”

“Oh dear,” Jose sighed, “I should’ve known that you’d be problematic.”

“Well,” Lucy said, “you might as well just let me go.”

“I’m sorry,” Jose apologized insincerely, “but I can’t do that.”

**Back at the guild hall…**

Master Makarov was now laying on a table and Mirajane was tending to him as best as she could. However, there was nothing she could do except let him rest and allow the spell that was cast on him to wear off. Everyone that had attacked Phantom Lord had returned except for Natsu and Happy. However, they weren’t surprised. It was just a Natsu thing to do. The wounded were laying down on soft items that were drawn into creation by the painting wizard. While he’s not that powerful, he is indeed very useful in some cases. While everyone tended to their friends and looked in on Makarov from time to time, Soron just sat at a table away from everyone absentmindedly drawing on the table with a knife he had found laying around.

He was furious with himself for transforming into Jupiter, because that form is just too uncontrollable. That is what one gets for asking for an alien transformation based off of the Greek gods after all. It would’ve been better if he went for someone like Balder or Thor if he was being honest with himself. Well, the past is the past. He just has to focus on the present and the future. Speaking of the present, it wasn’t looking very good because one of the scariest women he ever met was on her way to him. She didn’t have a very happy expression.

“Now that I’m done checking on everyone,” Erza said with a stern tone, “Tell me why you turned into that insane takeover.”

“Ha,” Soron said miserably, “You say that as if turning into Jupiter was my choice.”

“Wasn’t it?” Erza asked with a raised eyebrow.

“Hell no,” Soron snorted, “As a matter of fact, I was going for Krypto-man or Rath. The damned watch malfunctioned again. That’s all it was.”

“I still can’t believe that your wrist item is the source of your power,” Erza said as she finally sat down.

“Give it time,” Soron said, “Or don’t. Whichever floats your boat. Doesn’t matter to me one way or the other.”

“Why do you wear something that is so faulty?” Erza asked.

“It was the only way to take on the worst evil in my reality,” Soron replied, “and I’ve been using this damned thing for so long, I don’t know what I would be without it. Just like you and your armor, my watch is a part of me… if that makes any sense.”

“It does,” Erza said as she massaged her head.

“Headache?” Soron asked with a raised eyebrow.

“A little bit,” Erza admitted. She then looked away and stared at seemingly the rest of her guild mates before she looked back at Soron.

“Can any of your takeovers help the Master?” Erza asked with an expression of hope.

“I’m sorry,” Soron sighed as he shook his head, “No. I have a form that can reverse time and look backwards or forwards into time. Unfortunately, none of my forms can heal. Also, reversing time is risky. Sure, he has had a long life and I could possibly do it successfully. However…”

“However what?” Erza asked.

“While it may reverse the physical damages,” Soron explained, “It won’t return his magical energy, mana, or whatever its called to him. The only thing that can be done is us taking the fight to Phantom Lord again and find the one responsible for his condition.”

“Oh,” Erza said disappointed even though she suspected this to be the answer anyway.

“Don’t worry,” Soron said as he leaned forward, “The old man is very strong. He’ll pull through. He wouldn’t be a Wizard Saint if he couldn’t, right?”

Erza just nodded once as she gave him a rare small smile before standing up again. Without another word, she turned around and walked off.

**Notes for the Chapter:**

> I didn't include the scene of Lucy's abduction because I honestly didn't understand much of the french guy's dialogues. i didn't want to put something inaccurate and so decided to leave that bit out. In anycase, I know that the scene involving Jupiter was a bit too... evil-like. however, in some myths the greek gods(especially Zeus) were jerkwads that believed themselves to be superior to all. also the bit where Jupiter clenched his head was because Soron began to fight back and try to take control of the form. i hope that answered all your questions. if not, then please ask and i'll answer as best as i can.


	7. 15 Minutes

**Summary for the Chapter:**

> Soron and Igrao conflict with one another, Phantom Lord attacks again, Soron does something heroic, the final battle with Phantom Lord begins.

Episode 7: 15 Minutes

 

Mirajane had asked the two cowboy and cowgirl wizards to take Makarov to a wizened old healer that lived in a tree. From what Soron had learned of her… she doesn’t give a damn about anything. However, she at least had a code that forbade her from refusing to help someone. However, that didn’t matter to Soron right now as he was busy fiddling with his megatrix. He figured it was about time he put some sort of firewall or something to prevent himself from accidentally transforming into Jupiter again. After all, he didn’t want to end up siding with Phantom Lord.

“Hey,” said a familiar male voice. Soron didn’t even have to look up to know it was Igrao.

“What?” Soron asked without looking up.

“Shuzy and I need to know something,” Igrao said as he sat down across from the shape-shifter.

“Do you have any magic at all?” Igrao asked when Soron didn’t respond. Soron stopped fiddling with his megatrix for a second when he heard that, but he went right back to what he was doing.

“If I did…” Soron replied, “it wouldn’t really matter. Events would take fold as they are. Doesn’t matter if I have magic or not.”

“Yes it does,” Igrao said darkly.

“What do you-” began Soron before he was punched hard. The punch knocked him off of his chair and onto the floor. When he stood up he saw that Igrao held a sword in his right hand.

“The hell did you punch me for?!” Soron exclaimed.

“Those who have no magic and yet wield abilities that no human has…” Igrao said angrily, “are a threat to all wizards!”

“Well that’s a load of bullshit!” Soron said getting angry, “I have done nothing to make you think that I’m the enemy!”

“Liar!” Igrao shouted, “I saw you when you were that buff form who wielded lightning! You were - nay - you are a monster!”

“The hell is going on here?!” demanded a scary feminine voice. However, the voice didn’t terrify Soron or Igrao at all.

“Kirito over here is threatening to kill me,” Soron snarled, “and I haven’t done anything to him… yet.”

“I will not let you bring the apocalypse!” Igrao shouted, “People like you are what forced Shuzy and I from our home! People like you are responsible for the deaths of all those we considered family!”

“If you’re gonna fight me, then fight me!” Soron yelled.

At that, Igrao charged at Soron with the intention to skewer Soron. However, he quickly jumped back when he saw a sword not his own slash near him. He turned towards his attacker and saw Erza in her Hearts Kreuz armor and a normal sword in her right hand.

“This man is not our enemy Igrao!” Erza said sternly, “He is the one man we cannot afford to vilify! Should he leave us forever, we’ll stand no chance against Phantom Lord. Especially, since the Master is still unwell. If you have any issues with him staying… fight it out after Phantom Lord is defeated.”

Igrao stood there glaring at Soron and Erza, but eventually he grunted as he allowed his sword to vanish. He then proceeded to turn around and walk off.

“You didn’t have to intervene,” Soron said quietly as Erza’s sword vanished.

“Of course I did,” Erza said without looking at him, “You are one of our strongest members, and since Mirajane has retired from the fighting lifestyle… I’m not sure Fairy Guild would survive if you left.”

“Why’d you call him Kirito?” Erza asked with a curious tone and expression as she finally looked at Soron.

**Later…**

Soron had finally put in the firewall to prevent himself from turning into Jupiter again. However, he didn’t feel like that was enough. That was why he had transformed into Kronos, his timelord form, and was doing his best to heal the injuries of his guild-mates. However, he stopped doing that when he heard the saddened voice of Lucy. With a frown, he looked up and saw that her head was facing the floor as she sat on a barrel with Natsu leaning on a wall next to her.

“It’s just,” Lucy said quietly, “All my fault.”

At that, Soron or Kronos, whichever you want to call him, stood up and walked over to Lucy.

“Don’t blame yourself for this,” Soron said kindly as he knelt in front of her

“Hey,” Soron said when Lucy didn’t look at him, “I’ve had people come after me my entire life just because I was half-human. It’s just one of the downsides of being awesome.”

“Really?” Lucy asked as she raised her head.

“Nah,” Soron admitted, “I just said that to try and cheer you up. However, you are awesome. You didn’t run away in the face of danger, and you used your wits to escape that arrogant prick. Not many can do that. Well, I suppose they can. However, not many are brave enough. Some would just cower and submit in such a situation.”

“Besides,” Elfman said from nearby as he had heard the entire conversation, “you’re protected by a real man like me, now.”

“Will you stop that ‘real man’ nonsense?!” Grey asked irritated.

“I gotta say,” Happy said from the floor nearby, “I was shocked when I heard the news. Why’d you hide the truth from us Lucy.”

“She feared she wouldn’t be accepted,” Soron guessed, “after all, not many working class people can accept the rich in their lives.”

“That’s might be true,” Lucy said, “but I didn’t try to hide anything. I mean, there’s no way to bring up the fact that I’m a runaway in casual conversation.”

“I’ve been gone for a year,” Lucy continued, “and my father hasn’t cared. Now all of a sudden, he wants to force me to come home?”

“He’s done all those horrible things just to get me to go back” Lucy finished, “I hate his guts!”

“Still,” Lucy added miserably, “if I hadn’t run away in the first place. None of this would’ve ever happened.”

“C’mon!” Elfman said, “don’t be ridiculous! You’re dad’s the one to blame!”

“Idiot!” Grey said.

“Uh,” Elfman quickly retracted his statement, “I mean it’s phantom’s fault.”

“No,” Lucy said still miserable, “I’m the one who brought trouble to the guild, and it’s all because of my own selfish choices.”

“I’m so very sorry,” Lucy said, “I’m just gonna-”

Suddenly, her face jerked to the side and a burning sensation appeared on her left cheek.

“Ow!” Lucy cried out as she placed her hand on her face. She then turned to see who had done it and saw Soron with an angry expression on his face.

“The hell did you do that for?!” Natsu exclaimed.

“Don’t blame yourself,” Soron said angrily, “You are not the one at fault! Sure, it may have been selfish to leave your family. However, it was also your right! You’re not someone’s pet to be kept on a chain and told what to do! You’re a member of Fairy Tail! The only ones who have to pay is Phantom Lord and your father!” 

“I may not have been in this reality long,” Soron added in a calmer tone, “but I believe that free will is everyone’s right no matter where you’re from. Without free will, we may as well be robots.”

“Soron’s right,” Natsu grinned attracting Lucy’s attention, “besides, I can’t see you playing the part of a pretty princess sitting around in your mansion. Laughing with us in this filthy guild hall, goin’ on adventures even though you’d freak out all the time. That’s who you really are.”

“You said you wanted to stay with us, right?” Natsu asked, “Why would you ever go back to the place you ran away from?”

“C’mon,” Natsu smiled, “Who are you trying to kid? You’re Lucy of Fairy Tail! No more runnin’, because you belong here with us!”

At that, Lucy began to cry as she stared at both Natsu and Soron.

“Ah don’t cry,” Grey said uncomfortably, “it’s just not like you.”

“Yeah, please!” Elfman said shakily, “real men are weak to womanly tears!”

“Sorry!” Lucy sobbed.

Suddenly, the sound of shattering glass could be heard which attracted their attention. Lucy was not going to be the only one to cry today as it appeared. Mira was standing by the bar with an expression of anger and sadness as tears streamed down her cheeks.

“Mira,” Elfman said in concern.

“ I don’t understand. How can someone in Fairy Tail be so heartless and cruel?” Mira said. Once again, Soron frowned and walked over to a distraught guild-mate.

_ What is with me today? Why am I being so kind and empathetic today? _ Soron asked himself in the back of his mind.

“I can’t just sit here and watch!” Mira said as she whirled around, “I have to join the others and fight!”

“Wait,” Cana, the guild’s top alcoholic said, “don’t be ridiculous!”

“I feel totally useless being stuck here at the guild hall,” Mira continued, “I want to help!”

“I understand,” Cana said as she placed her hand on Mira’s shoulder, “but you’ll only get in the way as you are now. Even if you were once an s-class wizard.”

“Then she still is,” Soron said as he came to a stop next to them, “Once an S-class wizard, always an S-class wizard. You don’t stop being what you are. You only grow. Whether it be in power or as a person. If you truly believe that you can become the wizard you were in the past, you can be that wizard again.”

**Meanwhile, with Erza…**

Erza had elected to take a shower after she stopped Igrao and Soron from fighting each other.  However, she had been there for about an hour or so just to clean herself of the grime and whatnot. Now, she just stood there letting the water run over her body as she thought.

_ The Master’s not here with us. Neither are Mystogan and Laxus. So many of us are wounded. How could we possibly handle another battle? _

She then remembered the events of the battle at Phantom Lord which ended with the Master being struck down. In anger she punched the wall.

_ What was I thinking?! Why didn’t I go with him?! Soron could’ve handled the responsibility of command on his own! In fact he’s the best choice between us! This is all my fault! I’m a disgrace! _

Her thoughts were interrupted as the ground shook violently alongside the sound of a ginormous thud.

**Back in the main hall…**

Everyone began to panic in confusion as to what was causing that loud thud and the ground’s shaking.

“What’s going on?!” Grey asked while Soron returned to his normal form to conserve power.

“Outside!” said the cowboy wizard who had just returned.

They all rushed out of the guild building and came to a stop outside where they looked on with horror.

“What is that thing?!” Natsu exclaimed with his eyes shaking.

It was a castle with gigantic spider-esque metallic legs.

“It’s Phantom Lord,” Soron said which attracted the attention of Lucy for a sec.

“How do we fight that thing?!” Wakaba asked in fear.

“I never anticipated this!” Erza said as she began to panic, “I can’t believe they’d go to such extremes just to attack us!”

Soron saw the others panicking as well, and so he decided to step up and take the lead till Erza could regain her senses.

“Alright!” Soron yelled as he walked up front, “quiet your belly-aching and listen to me!”

Suddenly, a portion of the castle began to slide down which attracted Soron’s attention. He turned around and widened his eyes. A gigantic cannon barrel extended itself from the castle and pointed at them. In the barrel of the cannon an energy grew which meant the weapon was charging.

Without a second to spare, Soron immediately ran towards the cliff face and turned the dial on his Megatrix.

“Soron!” Erza called when she saw him running, “What are you doing?! Get back here!”

However, Soron didn’t listen as he had found a form he hoped would work. He slapped down on the Megatrix and was enveloped in a blinding golden light.

Suddenly, a crystal being similar to Diamondhead but with a dark purple body and pink crystals stood in Soron’s place. He had one golden eye, and the golden Megatrix on his person.

**“Chromastone!”** Soron yelled out as he took into the air. He got in front of the cannon barrel just it fired.

The blast hit him full force, and Chromastone stayed put in the air as he absorbed the energy. He kept at it for as long as he could which was a long time. Unfortunately, the blast was more of a beam so the energy was building up too fast inside of him. Which was why his crystal skin began cracking. As the cannon barrel stopped firing to cool down, Soron went flying backward as the energy exploded out of his chest into the air. Soron crashed into the ground next to his guild-mates and reverted back to his human form. He was barely conscious, and his clothing had been damaged combined with some cuts on his person. Clearly this magical blast was so powerful it translated to his normal form as well as his alien form.

“I don’t believe this,” Macao said as Erza ran towards Soron in nothing but a pink towel, “he actually managed to stop it.”

“He’s the only one of us that’s a real man,” Elfman said with surprise and admiration.

“Yeah, but look,” Cana said as she stared at the shapeshifter.

“You okay?!” Erza asked concerned as she knelt next to him while Natsu, Grey, and Lucy ran up.

“Say something!” Erza yelled.

_ “Makarov has fallen,” _ said the voice of Jose which echoed across Magnolia,  _ “and now your strongest wizard can no longer stand. Any chance of victory has slipped through your fingers with his defeat. Surrender Lucy Heartfilia immediately. You have no choice.” _

“That’s not gonna happen,” shouted the cowboy wizard.

“Like any guild would hand over one of their own to a monster like you!” the cowgirl wizard shouted as well.

“You hear that?!” Macao shouted, “Lucy’s staying put!”

The entire guild shouted their agreement.

_ “I won’t ask again!” _ Josa said angrily.

“Maybe I should just go with them,” Lucy sobbed, “Give myself up.”

That woke Soron up completely, and in a feat of adrenaline he stood up; albeit shakily.

“We would never betray her like that!” Soron shouted with one eye closed due to blood oozing over it from his forehead, “You’d have to kill us first!”

Once again, the entire guild shouted their agreement.

“You can stop asking now,” Natsu shouted, “cause we’re not gonna give you any other answer! We’re taking every one of you jerks down!”

Lucy just stood there crying with her hands over her mouth.

_ “IF THAT’S WHAT YOU WANT,” _ Jose shouted back with rage,  _ “THEN I’LL GIVE YOU A SECOND HELPING OF JUPITER!!! You’ve got fifteen minutes to ponder the folly of your actions!” _

“No way,” Elfman said.

“What do we do?” Cana asked.

“They’re gonna fire at us again?” Loke asked.

Suddenly, Soron collapsed to his knees as his adrenaline had faded. He then fell to his side as blackness took over his vision.

“Soron!” Mira said in concern now that she had joined the group next to Soron.

“Oh no,” Grey exclaimed, “he’s out, and he’s the only reason the rest of us are still standing after that first shot.”

Suddenly, shadowy figured flew out of the castle and towards them which caused them to panic even more.

_ “You’re in quite a quandary,” _ sneered Jose,  _ “aren’t you, Fairy Tail? There are only two ways this situation can play out. Either my troops will tear you apart, or you’ll be blown away by Jupiter! _

“Are ya kidding me?!” Macao exclaimed, “If he fires at us, he’ll kill his own men!”

“Surely he’s bluffing!” Wakaba said nervously, “Who’d do something like that?”

“No,” Cana said certain, “he’s gonna do it!”

Macao and Wakaba stared at her with their jaws dropped.

“Those phantom soldiers are created by Jose’s shade magic,” Cana explained, “they’re not human so it won’t matter to him if they’re destroyed.”

“What the heck are phantom soldiers?!” the cowgirl wizard asked.

“You saying they’re ghosts?!” the cowboy wizard exclaimed.

“We’ve gotta do something to take out that Jupiter cannon,” Cana said.

“I’m gonna smash that thing to pieces!” declared Natsu, “I only got fifteen minutes to wreck it, right?”

As soon as Cana nodded, Natsu ran towards the cannon.

“C’mon Happy!” Natsu said.

“Aye sir!” Happy replied as he popped out his wings and then grabbed him.

“Kay Elfman!” Grey said as he and Elfman ran towards the castle, “We’re gonna storm the place too!”

“Oh yeah!” Elfman agreed.

“You’re not going in alone!” Igrao said as he showed up alongside them.

“And we’re gonna stay here to protect the guild hall!” Cana declared as she pulled out six cards, “You with me?”

“I’ll take the lead,” Erza declared.

Erza watched as Igrao, Grey, and Elfman ran towards the castle and then onto it.

“Be careful,” Erza watched before she summoned a sword as she turned her gaze to the shades.

“We will not falter!” Erza yelled as she raised her sword in the air, “We shall defend our guild and Lucy with all we got! For Master Makarov! For Soron! For Lucy!”

Her guild-mates roared their agreement as the first shade swooped down. Erza slashed at it, but her blade just went through it.

“What the hell?!” exclaimed Erza.

**Meanwhile, above the castle…**

Natsu fell towards the gigantic cannon with his right fist engulfed in flames. As he landed on the barrell, he punched it hard. Unfortunately, the cannon’s metal was very durable so Natsu’s attacks was having no effect. He proceeded to punch again and again and again, but just like his first punch it didn’t do anything to the barrell.

“Crap,” Natsu said irritated as he punched, “I’m barely even scratching the surface!”

“I guess we’re just going to have to destroy it from the inside, huh,” Happy suggested. Natsu immediately stopped punching as he realized Happy was right.

Natsu and Happy then dropped into the barrel itself and ran down the bottom of the grooved barrel towards the end where they saw light. Once they got inside, they found themselves looking at a cavernous room. In the center was a big gray-ish sphere and on the walls were other spheres colored red, green, yellow, and blue. On the ceiling hung a clock with roman numerals.

“Whoa,” Natsu said, “what is all of this?”

_ “Eleven minutes until jupiter fires,” _ said an automated feminine voice.

“They must be using lacrima to collect magic energy,” Happy said in realization.

“Yeah,” Natsu agreed, “but why do they need one as big as that?”

“Cause Magical Focusing Cannons don’t fire regular ammunition,” Happy explained, “instead they fire concentrated magical power.”

“I didn’t get most of that,” Natsu said, “but all we gotta do is destroy that thing, don’t we?”

“I can’t allow that,” said a voice from the ground below which attracted their attention. The voice belonged to a man with black and white hair styled in a japanese-style top knot. He wore a reddish-orange coat with fur around his collar, black pants, and black boots. On his waist was a katana. This was Totomaru, one of the element 4.

“Is he a guard?” Happy asked.

“Doesn’t matter!” Natsu yelled as he jumped towards him, “anyone who gets in my way is going down!”

“I don’t think so,” said Totmaru cockily.

“Like I care what you think,” Natsu said with his right fist engulfed in flames, “Get out of my way!”

Suddenly, he punched himself in the right cheek and was sent flying to his left.

“Natsu,” Happy called confused as he flew towards him, “Why’d you hit yourself?”

“I didn’t” Natsu said defensively as he curved towards the floor, “my fist just went crazy.”

Natsu spun in the air and landed on his feet facing towards Totomaru.

“It seems to me,” Totomaru said, “you’re getting in your own way.”

_ “Ten minutes until Jupiter fires,” _ the automated voice announced after a metallic clang could be heard.

“Move it buddy,” Natsu demanded, “I got a cannon to demolish!”

“All you have to do is shatter the giant lacrima and it won’t be able to fire anymore,” Happy said.

“You can certainly try,” Totomaru said, “but I won’t let you.”

_ “Seven minutes until Jupiter fires,” _ the automated voice announced.

“I’m runnin’ out of time!” Natsu shouted with his left fist engulfed in flames as he leapt at Totomaru, “shut up and let me do my thing!!”

Once again, Natsu punched himself and was knocked aside. This time, to the right.

“Are you okay?” Happy asked concerned as he flew up to Natsu.

“That hurt!” Natsu exclaimed confused, “I did it again!!!”

“What’s going on here?” Natsu asked nobody in particular as he flexed his fist.

“Who cares!” Happy panicked, “we don’t have much more time! Just forget about that guy and smash the lacrima!”

“I’ll show you!” Natsu shouted as he engulfed his right fist in flames and leapt at Totomaru again.

“Hey!” Happy called out indignantly, “did you hear what I said?!”

Suddenly, Natsu’s fist swung about swinging Natsu in circles which allowed Totomaru to jump and kick Natsu into the far wall. Totomaru landed on the floor as soon as Natsu did the same.

_ “Six minutes until Jupiter fires,” _ the automated voice announced.

“I am Totomaru and I have complete control over the element of fire,” Totomaru boasted as Natsu got to his feet.

“Wait,” Natsu said in realization, “i bet you’re one of those whatcha-ma-call-it 5 guys, aren’t ya?”

“Geez,” Happy reprimanded, “They’re called the Element 4, Natsu! How could you not even get the number part right?!”

“Yes,” Totomaru confirmed, “and any form of fire is my plaything to do with as I please.”

“You’ve gotta be kidding me,” Natsu said.

“It doesn’t matter if it’s natural or magic,” Totomaru boasted, “all fire will yield itself to my commands alone.”

“Hate to break it to ya!” Natsu shouted, “but you ain’t controlling mine!”

“That’s what he just did ya idiot!” shouted a voice from nearby. Natsu, Happy, and Totomaru looked to see Igrao in a doorway. In his hand was a black sword with a strange handguard.

“Igrao!” Natsu yelled, “What are you doing here?!”

“I came here to help,” Igrao said as he walked in, “and from what I saw so far… you could use it.”

“This is my fight, so back off!” Natsu shouted.

“Let Igrao worry about him Natsu!” Happy shouted, “just worry about the lacrima! Destroying the cannon is more important than your ego!”

“You should listen to your bird,” Totomaru laughed, “because otherwise… you’d just end up hitting yourself over and over again!”

“I’m a cat!” Happy said indignantly.

Suddenly, the lacrimas on the wall began glowing one by one. They then started transferring magical energy to the lacrima in the center.

“Oh no, it’s starting to activate again!!!” Happy exclaimed.

“Worry about the crystal Natsu!” Igrao yelled as he ran forward with his sword pointing behind him like the japanese did with their katanas, “I’ve got this guy!!!”

**Notes for the Chapter:**

> finally episode 7 is out. i'm unsure when the next episode will be release, but don't worry. I have no intention of abandoning this story at all. as always, if you haven't left a kudos or followed by now please do. also, please ask your questions in the comments and/or say your opinion about the story... as long as it is nice and not offensive.


	8. To Keep From Seeing Those Tears

**Summary for the Chapter:**

> Natsu and Igrao go against Totomaru, soron recovers and saves his guildmates, Soron goes against Sol the French wizard.

Episode 8: To Keep From Seeing Those Tears

 

Inside of the Jupiter Cannon the magical energy was crackling like electricity towards the giant lacrima in the center of the ceiling and Igrao had just slashed at Totomaru who blocked with his own sword.

“Hurry Natsu!” Happy yelled panicked as Natsu just stood there at war with himself. On one hand, he knew Igrao was right. He had to worry about the giant lacrima. However, on the other hand he desired to beat that smug bastard’s face in himself.

“The Jupiter Cannon is almost ready to fire again!!!” Happy finished.

“Yeah,” Natsu replied with his left fist in his right hand, “I know!”

“It’s too late!” Totomaru said as he kicked Igrao back before he blasted blue flames out of a fiery orange mystical symbol at the swordsman.

However, Igrao summoned another sword and cut right through the flames which sent them behind him towards Natsu.

To Totomaru’s surprise, Natsu sucked in the flames like a vacuum cleaner sucking up dirt. Totomaru was also impressed at Igrao’s quick-thinking.

“Whoa, that was cold going down!” Natsu exclaimed as he finished devouring the flames, “Never tasted fire like that before!”

“So it’s you,” Totomaru said irritated as he placed his katana point down on the floor and rested his hands on the pommel, “Fairy Tail’s dragonslayer. Well, this isn’t going to work out well for either of us, is it?”

“Huh?” Natsu said confused.

“Because we’re both impervious to fire attacks,” Totomaru exclaimed.

“I haven’t even hit you yet!!!” Natsu cried out angrily, “How do you know my fire won’t hurt ya?!”

“Go ahead and give it your best shot,” Totomaru goaded smugly, “but you won’t be able to hit me.”

“We’ll see about that!!” Natsu said loudly as he took a firm stance and proceeded puff out his cheeks far more than should be possible.

**“Fire Dragon…”** Natsu yelled as he placed his hands over his mouth like a trumpeter would.

“I told you, as the element of fire, I can control any flame!” Totomaru interrupted as he held up a fiery orange mystical circle with both hands.

“Spit!” Natsu finished as he spat rapid fire saliva at Totomaru. Totomaru was less than thrilled and once Natsu finished totomaru stood there with his mouth open with a shocked and disgusted expression on his face. 

“Hahahaha!” Natsu laughed, “I got you good!”

Even Igrao had to let out a smile of amusement at that.

“ _ Two minutes until Jupiter fires,” _ said the feminine robotic voice.

“Natsu!” Happy cried out as he flew around in panic, “You gotta hurry! We can’t let the cannon fire!”

“That was a dumb move,” Totomaru said angrily, “Do you think this is a game?!”

**“Orange fire!”** Totomaru yelled as a blasted orange flames out of the mystical symbol from before.

“You call that an attack?” Natsu smirked, “Well, I call that a hot dinner!”

Natsu then inhaled the orange flames till he suddenly stopped as he gagged.

“Nasty!!!” Natsu exclaimed as he dropped to the floor and rolled around while Totomaru laughed.

“Tastes like a rag, soaked in spoiled milk, doesn’t it?” Totomaru laughed.

“That was a dirty trick,” Igrao said with narrowed eyes as he brandished both his flame repellent sword and his ebony sword.

“And a face full of spit, isn’t?” Totomaro retorted as he brandished his blade as well.

_ “One minute until Jupiter fires,” _ the robotic feminine voice announced.

“Come on!!!” Happy cried out as he pulled on Natsu’s face, “Hurry up Natsu!!!”

While Happy tried to get Natsu up, Igrao ran at Totomaru and performed a flurry of slashes with both swords. Igrao was so fast that Totomaru was forced into defense.

“You’re good,” Totomaru grunted as he blocked Igrao’s current attack which involved pressing down with both swords on Totomaru’s katana.

“But I’m better!” Totomaru finished as he spun around Igrao prompting him to stumble forward. Totomaru slashed down at Igrao, but his attack was halted by Igrao’s black blade. However, he quickly slashed again and again without any hesitation in order to put Igrao in defense.

While Totomaru and Igrao focused entirely on their battle, Natsu got back to his feet now that the nasty taste that orange flame left in his mouth had gone. Natsu glared at Totomaru angrily and immediately ran at him.

“Hey!” Natsu yelled as he raised his right fist, “our fight’s not over yet!”

Totomaru glanced towards him just in time to receive a punch to the face which sent him flying into one of the lacrima spheres causing a crack to appear on it.

“I don’t need magic to take you down, buddy!” Natsu boasted with a smile.

“Yes yes,” Igrao said as he rolled his eyes, “you beat him. Now, lets focus on dealing with the center lacrima sphere.”

**Meanwhile, at the Fairy Tail Guild Hall…**

Soron lay unconscious on one of the tables with a blanket over him and a cloth in a bowl of water next to him. Nearby, Lucy stood at the window as she looked out with a serious expression on her face.

_ We only have thirty seconds, _ Lucy thought to herself grimly.

“This isn’t looking good!” exclaimed the pervy wizard called Loke.

“Why’s he taking so long?!” a wizard by the name of Wakabe cried out.

In just under a few seconds, the cannon barrel was destroyed by a blue-ish black conflagration. That caused everyone to cheer in glee at the minor victory.

“Hey!” shouted the cowgirl wizard named Bisca, “check it out! They blew it up!”

“Yeah they did!” agreed the cowboy wizard called Alzack, “The Jupiter Cannon’s been destroyed just in time!”

**Inside the Fairy Tail guild…**

Lucy stood there with a smile as she looked out at her guildmates who were whooping in joy.

_ Natsu did it, _ Lucy thought happily.

Behind her, Soron slowly opened his eyes and looked around in confusion. When he saw Lucy by the window he slowly pushed himself into a sitting position. Lucy glanced at him just in time to see him fall to the floor as his legs hadn’t regained their strength yet. That blast he absorbed was that powerful.

“Hey!” Lucy exclaimed as she hurried to him, “You shouldn’t be trying to move. You absorbed a lot of magical energy. Not even Natsu wouldn’t been able to.”

“I won’t stand by while the guild is in danger,” Soron said weakly.

“You haven’t recovered enough to go back into battle,” Lucy countered sternly, “so, until you do you’re going to stay here.”

“Besides,” Lucy added with a smile, “I could use the company.”

Suddenly, they heard several booming sounds from outside. Soron immediately turned to look, but couldn’t see anything. Lucy was curious as well, so she helped Soron to the window. Outside, the castle was transforming. Clearly for the second time this day.

“To quote one of the greatest movies on my world,” Soron said grimly, “I have a bad feeling about this.”

Once the transformation was completed, Soron and Lucy both widened their eyes as they had never seen such a thing before. Soron had seen a lot in his time, but he had never seen something as humongous as what the castle had transformed into. It was even taller than Ultimate Way Big.

“I have to go out there now,” Soron said as he brought up his left arm and turned the dial of his Megatrix.

“But…” Lucy trailed off.

“I have no choice in the matter,” Soron replied.

**Outside in the courtyard…**

Some of the Fairy Tailers were panicking while the others prepared to fight even though they believed it fruitless.

“They’re coming to attack again,” Alzack said as he reloaded his sidearms.

“Giants and ghosts?” Bisca asked now holding dual tommy guns, “How are we supposed to handle this?”

“Just focus on these things for now!” Erza yelled as she raised her sword in preparation to attack the ghosts, “We’ll let Natsu and Shuzy take care of the giant for us!”

“Sure, but what about…” Wakabe trailed off unconvinced.

“Natsu’s motion sickness?” Macao finished for his friend.

“Okay, then just Shuzy,” Erza sighed.

Suddenly, the giant’s fist came down towards them. Some of the Fairy Tailers just stood there frozen in fear. Suddenly, the arm stopped. Erza widened her eyes when she looked to see who caused it. It was Soron in his Kryptonian form and he was holding up the fist with all his strength. His arms were both in ninety-degree angles with his palms touching the castle-giant’s fist and one knee was forced to the ground. Soron screamed as he pushed the fist up in order to be on both knees. He then slowly lowered himself into a crouch. He stayed there for about a minute before he launched himself upward to force the arm up and away from the Fairy Tail courtyard.

Erza watched as Soron/Krypto-man forced the castle-giant to stumble back a step. Krypto-man then grabbed onto the arm and ran up it in a black blur.

**With Natsu…**

“C’mon!” Happy said urgently as he shook Natsu who had collapsed due to the building moving, “you gotta get up!”

“What’s the matter?” asked Totomaru, “you get motion sickness?”

“Guess you can’t eat fire right now, can you?” said Totomaru as he stood up straight, “Well, then. Time for me to finish you off!”

He summoned a mystical symbol and began to charge up a fire attack which worried Happy.

“C’mon Natsu,” Happy whined.

“Prepare to die, dragon slayer!!” Totomaru shouted before he realized something was wrong.

“Wait,” Totomaru said confused, “Hey! No! What’s happening to me?!”

“You’re not a man,” said a familiar voice. Happy looked to see that Elfman had arrived and nearby, Grey.

“You’re a backwards shooting snowflake!” shouted Elfman as he uppercutted Totomaru hard enough to send him flying far into the sky. Who knows, Totomaru may even keep going till he reaches outer space.

“That makes no sense!” Totomaru shouted as he rose higher.

“Thanks, you guys,” Natsu smiled as he pushed himself up and looked at them.

“You’re so cool!” Happy shouted, “You showed that phantom jerk who’s boss!”

“What’s your deal Natsu?” Grey asked as he stared at the flame-brain, “That was just sad.”

Fortunately, Grey hadn’t stripped to his shorts-length boxers yet.

“If you were a real man,” Elfman said, “you’d make the giant motion sick of you.”

“So, is this all that’s left of the Jupiter cannon?” Grey asked as he looked at what remained of the giant lacrima.

“Yeah,” said the voice of Igrao as he removed himself from the rubble, “pretty much.”

“Heh,” Grey said, “then you three did good.”

“Huh,” Natsu said as he fully recovered from his motion-sickness, “It must’ve stopped moving, because I’m feeling better now.”

“I’m gonna fly outside and see what’s goin’ on,” Happy informed them as he popped out his wings.

**Down on the ground…**

“Hey look,” said Alzack as he blasted the intangible ghosts with his magic revolver, “What’s that?”

“It’s drawing something,” Bisca said as she fired her magical thompsons.

“A magic circle!” shouted a purple haired woman named Laki.

“Oh no,” said Erza as she looked up at the circle, “that’s one of the forbidden spells!”

**Inside of the moving castle…**

Elfman, Igrao, and Grey had concerned expressions while Natsu was furious.

“What’ll we do?!” Natsu shouted, “We gotta stop ‘em!!!”

“I guess we should split up and start looking for this thing’s power source,” Grey said calmly, “right?”

“Man, are we ever gonna catch a break?” Elfman said irritated.

“C’mon,” Natsu said as he raised a fist up, “let’s do this guys!”

“I’m going to go down and help the others,” Igrao said as he looked out of a damaged portion of the wall.

“You do that,” Natsu grinned, “We got this!”

“Yeah!” Grey and Elfman said in unison.

At that, Igrao jumped out of the hole and headed towards the rest of the Fairy Tailers were.

**A little later, with Soron…**

Soron had transformed back to his normal boring human form once he had gotten inside, and he had his damaged clothes on. Unlike Ben’s ultimatrix, the megatrix doesn’t allow human clothing to repair itself once the wearer returns to normal. Azmuth never figured out why, but Soron considered it was like a feature. Yet another way to make it unique.

“Man, this is a long hallway,” Soron grumbled to himself as he walked, “and this guy clearly has a love for things that aren’t human.”

Along the hallway were alcoves where pedestals had statues of non-human looking things. Suddenly, Soron felt as if he was being watched. He quickly turned around and saw a guy with a monocle appear to have grown out of the ground.

“What the fuck is your deal?” Soron asked. The guy merely took his hat off and said something that sounded French.

“You’re one of the Element Four,” Soron said as he turned fully towards the guy, “aren’t you? Also, I can’t understand you very well so you’re going to have to speak clearly.”

The guy wobbled from side to side which made Soron raise an eyebrow at how odd he was being.

“My name is Sol,” said the French guy after something else in French, “Monsieur Sol.”

“I honestly don’t give a damn who you are,” Soron asked as he crossed his arms, “All I want to know is how to stop this gigantic transforming stone robot.”

“You’re going to have to beat me to get that info,” said Sol still wibbling.

“Gladly,” Soron said as he turned the dial on his watch.

“What is that thing you’re doing?” Sol asked confused.

“Let me show you,” Soron smirked as he selected an alien. He then popped the dial up and pressed it down. A second later, he was enveloped by golden light which made Sol look away. Once the light had ebbed, Soron had transformed into a bipedal tiger without a tail and one big claw coming out of the backs of each wrist. His eyes were golden and on his chest was the golden megatrix symbol.

**“Rath!”** shouted the tiger loudly before he looked at Sol with an angry expression.

“What’s this?” Sol asked, “a strange kind of cat?”

“LET ME TELL YOU SOMETHING GUY NAMED AFTER EARTH’S STAR SYSTEM,” Rath yelled as he pointed at the wobbly wizard, “RATH’S GOING TO TEACH YOU NOT TO MESS WITH FAIRY TAIL!!!”

“It appears the rumors spreading around about you are true,” Sol the wobbler said still wobbling, “Your take-over forms are outlandish indeed.”

Rath didn’t even speak, but instead leapt towards the wobbling wizard and punched down. However, he missed as the wizard jumped out of the way. That caused Rath to hit the ground instead.

Sol immediately used his earth-based magic to cause the floor to rise up and punch Rath multiple times. Each attack on Rath genuinely hurt him, but he’s been assaulted by more powerful forces before.

“RATH DOESN’T LIKE YOUR LAZY MAGIC!!!” Rath shouted as he recovered from the attack, “RATH’S GOING TO GIVE YOU SOMETHING TO DISLIKE IN RETURN!!!!”

Rath then picked up a stone pillar formed from the ground and ran at Sol, but the PL wizard vanished from where he was just in time to avoid getting hit by the pillar. Rath looked around in confusion, but didn’t see Sol appear behind him. Suddenly, Rath was hit in the jaw by a pillar which sent him flying into the air. However, Rath recovered quite fast and flipped in the air to land on his feet and skidded to a stop several feet away from the French wizard.

“No, no,” said the wizard as he melted into the ground. Rath whirled around intend to punch him, but instead the wizard wrapped himself around Rath’s fist and looked smug about it.

“RATH DOESN’T LIKE CREEPY THINGS!!!” Rath yelled as he attempted to pull the wizard off of him, “GET OFF OF RATH!!!”

However, Sol immediately reformed to normal and kicked Rath backwards.

“LET ME TELL YOU SOMETHING MAD SEWER SOL!!!” began Rath as he pointed at the wizard.

“It’s Monsieur, idiot!” Sol yelled as he launched some stone at Rath who dodged it.

“LET RATH FINISH!” Rath shouted angrily. Once Rath noticed that the wizard wasn’t going to respond, he said, “RATH ISN’T GOING TO CUT IT, BUT RATH KNOWS WHO WILL!!!”

He then slapped his chest and a second golden light flared once again forcing Sol to look away. Once more the light ebbed, but this time a yellow being with what looked like giant springs in his arms stood in Rath’s place. Like Rath, he had golden eyes and the golden megatrix symbol on his chest.

**“Armadrillo!”** the yellow being shouted.

“What does one that do?” Sol asked confused again.

“Let me show you,” Armadrillo said. He then ran at Sol and punched at him, but he wobbled out of the way. Sol kept wobbling as Armadrillo punched, and the fight seemed to be at a stand still.

“This is boring,” Sol sighed as he melted into the floor and rose out of it a few feet away.

“You are not from this reality, no?” Sol asked with a smile. Armadrillo blinked twice at that, because there’s no way Sol could know that.

“I know this because I looked into your mind when you were walking down this hallway,” Sol said, “your foot touched me which is what gained me access to it.”

Armadrillo didn’t like that one bit, and so he leapt into the air and prepared to punch. However, suddenly there was a statue of a busty blonde woman with long hair in his path. Not Lucy, but someone else.

“Exact likeness to your little sister?” Sol smiled.

“Why you?!” Armadrillo said angrily as memories of her began to flash through his mind.

“I gleaned this image from what memories you have of her,” said Sol smiling, “otherwise it wouldn’t be accurate enough to make you stop your attack.”

Armadrillo was getting angrier by the second, and Sol was reveling in that.

“Oh, pardon moi,” said Sol, “now I see that she lived till she was sixteen. Not very long at all. Where from your from that is. Then you had to bury her in the cold dark ground.”

Armadrillo just stood there staring at the statue of his little adopted sister. He fell to his knees as he returned to his human form.

“How could you do something to someone who loved you so much?” Sol asked cruelly.

Suddenly, the statue looked directly at Soron.

“Hey, big brother,” the statue said. Soron then got to his feet and let out a primal roar of pure rage and grief. When he was done, he turned the dial on the megatrix and pressed down. Once again, the golden light flashed and once again it ebbed. Standing in Soron’s place was a giant purple man with golden armor on his person. In the middle of his chest was the golden megatrix symbol. He didn’t even shout his name.

“I will make you pay for that,” said Soron in a voice that sounded like Josh Brolin as he opened his eyes revealing golden irises, “and it will be easy for me. You are nothing but an insect, after all.”

“You think I’m an insect?” Sol said with anger as he turned the rubble around them into stone dust and gathered it up, “No, no, no. How dare you insult me like that?! The only people who are insects are those who caused their loved ones to die!”

Suddenly, he fired a gigantic stone fist into Soron which caused the wall behind him to get destroyed. However, Soron was still standing. He looked at Sol with nothing but contempt in his eyes.

“Pathetic,” Soron said before he walked towards Sol. However, he stopped when he heard a familiar voice.

“Somebody! Help!”

Soron turned towards the wall and saw that Mira had been grabbed by one of the castle’s hands. She was now pinched by two of the fingers.

“Mirajane,” Soron said calmly. He looked between Sol and Mira and came to a decision.

Soron then jumped out of the hole and went fairly far through the sky. When he landed it was right next to Mira.

“Gah!” Mira exclaimed when she saw him.

“Quiet,” Soron said calmly as he picked a handle off of his right thigh and pressed a button. Suddenly, two blades grew from either side. Once they have finished, Soron stabbed down into the finger and cut a hole for her to crawl out from between them.

“There,” Soron said as he stared at Mira with contempt, “Become stronger so I won’t have to save you next time. The strong survive while the weak perish.”

Before Mira could say anything, Soron leapt back up into the air and towards the hole. Sol was standing in the hole to watch the whole thing, and so he had to scramble backward when he saw Soron arriving. However, he wasn’t fast enough so as soon as Soron landed in the hole, he spartan kicked Sol in the gut. That kick sent Sol flying several feet away.

“You’re physically strong,” Sol said as he got to his feet, “I’ll give you that.”

“I’m sorry I can’t say the same for you,” Soron said calmly as he walked forward.

“Are you as fast though?” Sol asked before he suddenly launched stone pillar after pillar after pillar. However, each one was shredded by Soron spinning his blade. Sol began to panic and sent more and more and more while he backed up. However, Soron merely shredded those too. However, Soron ran as he did it. Eventually, he reached sol and grabbed his chest.

“I made you a promise,” Soron said calmly as he hefted his blade and pointed one of the blades at Sol, “and I intend to keep it.”

Soron prepared to stab the evil wizard, but hesitated when he saw someone behind Sol. Suddenly, Soron was back at the grave of his deceased sister. He was about a couple years younger back then. Ben was alive, Gwen and Kevin were still together, Max Tennyson was there as well. This was during the early years of the war. Before Soron had the Megatrix and before Tetrax and Azmuth showed up. At that point, the human militaries were still around.

_ “Promise me, brother,”  _ said a young feminine voice,  _ “you won’t lose your sense of mercy. I know its there, and I believe that one day you’ll find it. When you do, all I ask is that you keep it. Always be the good man that I know you to be.” _

Suddenly, he was earlier that day. Soron knelt and held his little sister as she coughed up blood. She had been blasted by a laser, and the blast had penetrated a lung. There was no time to take her to a hospital, and even if there were… the nearby hospitals were destroyed by Vilgax. Soron cried out in anguish as he held her close to him.

_ “I promise you, Sara,”  _ past-Soron said sadly,  _ “I will do my best to keep it.” _

Once more the scene shifted, but this time it was in a battle. Soron had a sci-fi bow and arrow in his hands and was behind some rubble using it as cover as he fired an explosive arrow at Vilgax’s drones that were advancing.

_ “Dammit!” _ past-Soron shouted,  _ “They just keep coming! There’s no end!” _

_ “Just like L.A,” _ said Sara with a smile as she fired her dual blaster pistols.

_ “You and I remember L.A very differently,”  _ past-Soron replied as he fired two arrows at once towards two of the drones. The arrows veered away from each other and stuck into the faces of two of the drones. They fired laser blasts at other nearby drones.

_ “Hey,” _ Sara said with a serious expression,  _ “Should anything ever happen to me-” _

_ “Don’t you dare talk like that!” _ past-Soron said sternly as he fired a normal hard-light arrow into a drone that got too close,  _ “We will survive! Both of us!” _

_ “Even so,”  _ Sara said as she threw two grenades and blasted at them causing them to explode into the faces of the drones,  _ “Remember that I will always be in your heart.” _

Once more, the scene shifted. This time, back to the grave but a few days later. Soron knelt in front of the grave and stared into the hologram on top of the gravestone. Before the war, humans had managed to create holo-tech.

_ “I can’t do this without you, Sara,” _ past-Soron said as he looked into the image shown by the hologram,  _ “I can’t be the person you think me to be. You were my conscience. You were my heart.” _

_ “Yes, you can,” _ said the voice of Gwen Tennyson behind him,  _ “You can be the person she saw in you. Remember what she said. She will always be in your heart. She will be in all of ours, and we’ll never forget.” _

Suddenly, Soron was back in the present and he looked down at the terrified Sol. Instead of killing Sol, Soron backed up and dropped the wizard. He proceeded to collapse his blade and turned around.

“You’re not worth it,” Soron said as he pressed the megatrix symbol to return to normal. He only made it a few steps when he was suddenly rammed in the back by a stone pillar. That pillar sent him flying through the hole, and the pain had rendered him unconscious as he fell towards the ground below.

**Back with Erza…**

Erza had just saved a couple of her guild-mates when she saw Soron falling out of the castle and clearly unconscious again.

“Soron!” Erza yelled.

**Notes for the Chapter:**

> I apologize for rarely using Sol's canon lines. I just don't understand him most of the time he speaks French. I know he was supposed to fight Elfman and this was supposed to be a major emotional growth episode for Elfman. However, I wanted to give Soron more scenes in this chapter. also, i'm personally not a big fan of Elfman. Nothing against him. He's a cool dude, but he's just not as cool as Natsu. besides, this story is primarily about Soron overall so of course I was going to use him instead. also, i apologize if this chapter was shorter than the others. Couldn't be helped.


End file.
